Common use of Reference to and Effect on the Credit Agreement and the Loan Documents Clause in Contracts

Reference to and Effect on the Credit Agreement and the Loan Documents. (a) This Eighth Amendment shall constitute both an Extension Amendment and a Loan Document under the Credit Agreement. (b) On and after the Eighth Amendment Effective Date, (i) each reference in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall mean and be a reference to the Credit Agreement, as amended by this Eighth Amendment, (ii) each Extending Revolving Lender and each New Refinancing Term Loan Lender shall constitute a “Lender” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (iii) the Extending Revolving Commitments shall constitute “Extended Revolving Commitments”, “Commitments”, “Revolving Commitments” and “2021 Initial Revolving Commitments” under (and as defined in) the Credit Agreement, (iv) the Extending Revolving Loans shall constitute “Loans”, “Revolving Loans”, “Extended Revolving Loans” and “2021 Initial Revolving Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (v) the New Refinancing Term Loan Commitments shall constitute “Refinancing Commitments” and “Commitments” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (vi) the 2021 Refinancing Term Loans shall constitute “Closing Date Term Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment and (vii) the Eighth Amendment Effective Date shall constitute the “Amendment No. 8 Effective Date” under (and as defined in) the Credit Agreement.

Appears in 1 contract

Sources: Credit Agreement (Life Time Group Holdings, Inc.)

Reference to and Effect on the Credit Agreement and the Loan Documents. (a) This Eighth Fifteenth Amendment shall constitute both an Extension a Refinancing Amendment and a Loan Document under the Credit Agreement. (b) On and after the Eighth Amendment No. 15 Effective Date, (i) each reference in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall mean and be a reference to the Credit Agreement, as amended by this Eighth Fifteenth Amendment, (ii) each Extending Revolving Lender and each New 2025 Refinancing Term Loan Lender shall constitute a “Lender” under (and as defined in) the Credit Agreement after giving effect to this Eighth Fifteenth Amendment, (iii) the Extending Revolving Commitments shall constitute “Extended Revolving Commitments”, “Commitments”, “Revolving Commitments” and “2021 Initial Revolving Commitments” under (and as defined in) the Credit Agreement, (iv) the Extending Revolving Loans shall constitute “Loans”, “Revolving Loans”, “Extended Revolving Loans” and “2021 Initial Revolving Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (v) the New Refinancing Term Loan Commitments shall constitute “Refinancing Commitments” and “Commitments” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (vi) the 2021 2025 Refinancing Term Loans shall constitute “Closing Date Term Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Fifteenth Amendment and (viiv) the Eighth Amendment No. 15 Effective Date shall constitute the “Amendment No. 8 15 Effective Date” under (and as defined in) the Credit Agreement. (c) The Credit Agreement and each of the other Loan Documents, as specifically amended by this Fifteenth Amendment, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Fifteenth Amendment. (d) The execution, delivery and effectiveness of this Fifteenth Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or the Administrative Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents. (e) Notwithstanding anything in the Credit Agreement to the contrary, the 2025 Refinancing Term Loans shall be funded as SOFR Rate Loans with an initial Interest Period of one month ending on September 5, 2025. (f) Each Converting Lender that executes and delivers a Refinancing Lender Consent electing the “Consent and Cashless Roll Option” shall be deemed to agree, upon the effectiveness of this Fifteenth Amendment on the Amendment No. 15 Effective Date that (i) all (or such lesser amount as the Administrative Agent may allocate to such Lender) of its Existing Term Loans shall constitute 2025 Refinancing Term Loans under the Credit Agreement (each such 2025 Refinancing Term Loan, to such extent, a “Cashless Converting Loan”) and (ii) it waives any right to receive its share of the prepayment of Existing Term Loans referred to in Section 2(j), solely to the extent of such Cashless Converting Loans. (g) Each existing Term Lender that executes and delivers a Refinancing Lender Consent electing the “Consent and Assignment Option” shall be repaid in full (or such lesser amount as the Administrative Agent may allocate to such Term Lender) on the Amendment No. 15 Effective Date, including for all accrued and unpaid interest, fees, expenses and other compensation owed to such Term Lender and due and payable by the Borrower pursuant to the Credit Agreement and this Fifteenth Amendment. Each such Term ▇▇▇▇▇▇ agrees that it shall be deemed to have executed an Assignment and Assumption pursuant to Section 10.07 of the Credit Agreement on the Amendment No. 15 Effective Date and to have purchased a principal amount of 2025 Refinancing Term Loans in an amount equal to the principal amount of such repayment (or such lesser amount as the Administrative Agent may allocate to such Term Lender). (h) This Fifteenth Amendment may not be amended, modified or waived except pursuant to a writing signed by each of the parties hereto.

Appears in 1 contract

Sources: Fifteenth Amendment to Credit Agreement (Life Time Group Holdings, Inc.)

Reference to and Effect on the Credit Agreement and the Loan Documents. (a) This Eighth Amendment shall constitute both an Extension Amendment and a Loan Document under the Credit Agreement. (b) On and after the Eighth Amendment No. 4 Effective Date, (i) each reference in the Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof” or words of like import referring to the Credit Agreement Agreement, and each reference in the Notes and each of the other Loan Documents to “the Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement, as amended by this Eighth Amendment. This Amendment constitutes a “Loan Document” under and for all purposes of the Loan Documents. Each of the Lenders party hereto hereby acknowledge that the Borrower hereby provides notice under Section 3.07 of the replacement of Non-Consenting Term Lenders, on the terms set forth herein, and all notice requirements in Section 3.07 of the Credit Agreement with respect to such replacement of Non-Consenting Term Lenders have been satisfied. (b) The Credit Agreement, as specifically amended by this Amendment, is and shall continue to be in full force and effect and is hereby in all respects ratified and confirmed. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations (including, for the avoidance of doubt, all Obligations in respect of the Series B-2 Term Loans (including the Amended Series B-2 Term Loans) made available hereunder) of the Loan Parties under the Loan Documents, in each case as amended by this Amendment. (c) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or the Administrative Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents. (d) Each Loan Party hereby (i) ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, under each of the Loan Documents to which it is a party, (ii) ratifies and reaffirms each Extending Revolving Lender grant of a lien on, or security interest in, its property made pursuant to the Loan Documents (including, without limitation, the grant of security made by such Loan Party pursuant to the Security Agreement) and each New Refinancing confirms that such liens and security interests continue to secure the Obligations under the Loan Documents (including, for the avoidance of doubt, all Obligations in respect of the Series B-2 Term Loan Lender shall constitute a “Lender” under Loans (including the Amended Series B-2 Term Loans) made available hereunder), subject to the terms thereof and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (iii) in the Extending Revolving Commitments shall constitute “Extended Revolving Commitments”case of each Guarantor, “Commitments”ratifies and reaffirms its guaranty of the Obligations (including, “Revolving Commitments” and “2021 Initial Revolving Commitments” under (and as defined in) for the Credit Agreementavoidance of doubt, (iv) all Obligations in respect of the Extending Revolving Loans shall constitute “Loans”, “Revolving Loans”, “Extended Revolving Loans” and “2021 Initial Revolving Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (v) the New Refinancing Term Loan Commitments shall constitute “Refinancing Commitments” and “Commitments” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (vi) the 2021 Refinancing Series B-2 Term Loans shall constitute “Closing Date (including the Amended Series B-2 Term Loans” under (and as defined in) made available hereunder) pursuant to the Credit Agreement after giving effect to this Eighth Amendment and (vii) the Eighth Amendment Effective Date shall constitute the “Amendment No. 8 Effective Date” under (and as defined in) the Credit AgreementGuaranty.

Appears in 1 contract

Sources: Credit Agreement (Hilton Worldwide Holdings Inc.)

Reference to and Effect on the Credit Agreement and the Loan Documents. (a) This Eighth Amendment shall constitute both an Extension Amendment and a Loan Document under the Credit Agreement. (b) On and after the Eighth Amendment No. 10 Effective Date, (i) each reference in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall mean and be a reference to the Credit Agreement, as amended by this Eighth AmendmentAmendment No. 10, (ii) each Extending Revolving Lender and each New Refinancing 2016 Incremental Term Loan B-2 Lender shall constitute a “Lender” under (and as defined in) in the Credit Agreement after giving effect to this Eighth AmendmentAgreement, and (iii) the Extending Revolving Commitments shall constitute “Extended Revolving Commitments”, “Commitments”, “Revolving Commitments” and “2021 Initial Revolving Commitments” under (and as defined in) the Credit Agreement, (iv) the Extending Revolving 2016 Incremental Term B-2 Loans shall constitute “Loans”, “Revolving Loans”, “Extended Revolving Incremental Term Loans” and “2021 Initial Revolving Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (v) the New Refinancing Term Loan Commitments shall constitute “Refinancing Commitments” and “Commitments” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (vi) the 2021 Refinancing Term Loans shall constitute “Closing Date Term Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment and (vii) the Eighth Amendment Effective Date shall constitute the “Amendment No. 8 Effective Date” under (and as defined in) in the Credit Agreement. (b) The Credit Agreement and each of the other Loan Documents, as specifically amended by this Amendment No. 10, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment No. 10. (c) The execution, delivery and effectiveness of this Amendment No. 10 shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or the Administrative Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents. On and after the effectiveness of this Amendment No. 10, this Amendment No. 10 shall for all purposes constitute a Loan Document.

Appears in 1 contract

Sources: Credit Agreement (TransUnion)

Reference to and Effect on the Credit Agreement and the Loan Documents. (a) This Eighth Amendment shall constitute both an Extension Amendment and a Loan Document under the Credit Agreement. (b) On and after the effectiveness of this Eighth Amendment Effective DateAmendment, (i) each reference in the Existing Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof” or words of like import referring to the Existing Credit Agreement shall mean and be a reference to the Amended Credit Agreement, (ii) the 2016 Replacement Term B-12 Loans shall constitute “Term Loans” and “Term B-12 Loans” for all purposes under the Amended Credit Agreement (other than for purposes of Section 2.01(a)(vii) and Section 7.10(a)(v) of the Amended Credit Agreement), (iii) each 2016 Replacement Term B-12 Lender shall constitute a “Lender,” a “Term Lender” and a “Term B-12 Lender,” in each case, as defined in the Amended Credit Agreement, (iv) each 2016 Replacement Term B-12 Commitment shall constitute a “Commitment” as defined in the Amended Credit Agreement, (v) the 2016 Replacement Term B-14 Loans shall constitute “Term Loans” and “Term B-14 Loans” for all purposes under the Amended Credit Agreement (other than for purposes of Section 2.01(a)(viii) and Section 7.10(a)(viii) of the Amended Credit Agreement), (iii) each 2016 Replacement Term B-14 Lender shall constitute a “Lender,” a “Term Lender” and a “Term B-14 Lender,” in each case, as defined in the Amended Credit Agreement and (iv) each 2016 Replacement Term B-14 Commitment shall constitute a “Commitment” as defined in the Amended Credit Agreement. (b) The Amended Credit Agreement and each of the other Loan Documents, as specifically amended by this Eighth Amendment, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents (including all 2016 Replacement Term B-12 Loans and Replacement Term B-14 Loans), in each case, as amended by this Eighth Amendment. (c) The execution, (ii) each Extending Revolving delivery and effectiveness of this Eighth Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender and each New Refinancing Term or the Administrative Agent under any of the Loan Lender shall Documents, nor constitute a “Lender” under (modification, acceptance or waiver of any other provision of any of the Loan Documents. On and as defined in) after the Credit Agreement after giving effect to effectiveness of this Eighth Amendment, (iiii) all references to the Extending Revolving Commitments shall constitute Extended Revolving Commitments”, “Commitments”, “Revolving Commitments” and “2021 Initial Revolving Commitments” under (and as defined in) the Credit Agreement, (iv) ” or words of like import referring to the Extending Revolving Loans shall constitute “Loans”, “Revolving Loans”, “Extended Revolving Loans” and “2021 Initial Revolving Loans” under (and as defined in) the Existing Credit Agreement after giving effect in any other Loan Document, shall mean and be a reference to this Eighth Amendment, (v) the New Refinancing Term Loan Commitments shall constitute “Refinancing Commitments” and “Commitments” under (and as defined in) the Amended Credit Agreement after giving effect to this Eighth Amendment, and (viii) the 2021 Refinancing Term Loans shall constitute “Closing Date Term Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment and (vii) the Eighth Amendment Effective Date shall for all purposes constitute the “Amendment No. 8 Effective Date” under (and as defined in) the Credit Agreementa Loan Document.

Appears in 1 contract

Sources: Credit Agreement (West Corp)

Reference to and Effect on the Credit Agreement and the Loan Documents. (a) This Eighth Amendment shall constitute both an Extension Amendment and a Loan Document under the Credit Agreement. (b) On and after the Eighth First Amendment Effective Date, (i) each reference in the ABL Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the ABL Credit Agreement shall mean and be a reference to the Credit Agreement, as amended by this Eighth First Amendment, ; (ii) the Extended ABL Revolving Commitments shall constitute “ABL Revolving Commitments” for all purposes under the ABL Credit Agreement (other than for purposes of Section 4.01 of the ABL Credit Agreement and clause (a) of the first sentence of Section 5.11 of the ABL Credit Agreement); (iii) the Extended FILO Commitments shall constitute “FILO Commitments” for all purposes under the ABL Credit Agreement (other than for purposes of Section 4.01 of the ABL Credit Agreement and clause (a) of the first sentence of Section 5.11 of the ABL Credit Agreement); (iv) the Extended ABL Revolving Loans and Extended FILO Loans shall constitute “Loans” for all purposes under the ABL Credit Agreement (other than for purposes of Section 4.01 of the ABL Credit Agreement and clause (a) of the first sentence of Section 5.11 of the ABL Credit Agreement); and (v) each Extending Revolving Lender and each New Refinancing Term Loan Lender shall constitute a “Lender” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (iii) the Extending Revolving Commitments shall constitute “Extended Revolving Commitments”, “Commitments”, “Revolving Commitments” and “2021 Initial Revolving Commitments” under (and as defined in) the Credit Agreement, (iv) the Extending Revolving Loans shall constitute “Loans”, “Revolving Loans”, “Extended Revolving Loans” and “2021 Initial Revolving Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (v) the New Refinancing Term Loan Commitments shall constitute “Refinancing Commitments” and “Commitments” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (vi) the 2021 Refinancing Term Loans shall constitute “Closing Date Term Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment and (vii) the Eighth Amendment Effective Date shall constitute the “Amendment No. 8 Effective Date” under (and as defined in) in the Credit Agreement. (b) The ABL Credit Agreement and each of the other Loan Documents, as specifically amended by this First Amendment, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Secured Obligations of the Loan Parties, in each case, as amended by this First Amendment. (c) The execution, delivery and effectiveness of this First Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or the Administrative Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents.

Appears in 1 contract

Sources: Abl Credit Agreement (Party City Holdco Inc.)

Reference to and Effect on the Credit Agreement and the Loan Documents. (a) This Eighth Fifth Amendment shall constitute both an Extension a Refinancing Amendment and a Loan Document under the Credit Agreement. (b) On and after the Eighth Fifth Amendment Effective Date, (i) each reference in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall mean and be a reference to the Credit Agreement, as amended by this Eighth Fifth Amendment, (ii) each Extending Revolving Lender and each New 2017 Refinancing Term Loan Lender shall constitute a “Lender” under (and as defined in) the Credit Agreement after giving effect to this Eighth AmendmentAgreement, (iii) the Extending Revolving Commitments shall constitute “Extended Revolving Commitments”, “Commitments”, “Revolving Commitments” and “2021 Initial Revolving Commitments” under (and as defined in) the Credit Agreement, (iv) the Extending Revolving Loans shall constitute “Loans”, “Revolving Loans”, “Extended Revolving Loans” and “2021 Initial Revolving Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (v) the New 2017 Refinancing Term Loan Commitments shall constitute “Refinancing Commitments” and “Commitments” under (and as defined in) the Credit Agreement after giving effect to this Eighth AmendmentAgreement, (viiv) the 2021 New 2017 Refinancing Term Loans shall constitute “Closing Date Term Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment and (viiv) the Eighth Fifth Amendment Effective Date shall constitute the “Amendment No. 8 5 Effective Date” under (and as defined in) the Credit Agreement. (c) The Credit Agreement and each of the other Loan Documents, as specifically amended by this Fifth Amendment, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Fifth Amendment. (d) The execution, delivery and effectiveness of this Fifth Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or the Administrative Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents. (e) Notwithstanding anything in the Credit Agreement to the contrary, the New 2017 Refinancing Term Loans shall be funded as Eurodollar Rate Loans with an initial Interest Period ending on November 30, 2017. (f) Each Converting Lender that executes and delivers a Refinancing Lender Consent electing the “Consent and Cashless Roll Option” shall be deemed to agree, upon the effectiveness of this Fifth Amendment on the Fifth Amendment Effective Date that (i) all (or such lesser amount as the Administrative Agent may allocate to such Lender) of its Existing Term Loans shall constitute New 2017 Refinancing Term Loans under the Credit Agreement (each such New 2017 Refinancing Term Loan, to such extent, a “Cashless Converting Loan”) and (ii) it waives any right to receive its share of the prepayment of Existing Term Loans referred to in Section 2(h), solely to the extent of such Cashless Converting Loans. (g) Each existing Term Lender that executes and delivers a Refinancing Lender Consent electing the “Consent and Assignment Option” shall be repaid in full (or such lesser amount as the Administrative Agent may allocate to such Term Lender) on the Fifth Amendment Effective Date, including for all accrued and unpaid interest, fees, expenses and other compensation owed to such Term Lender and due and payable by the Borrower pursuant to the Credit Agreement and this Fifth Amendment. Each such Term Lender agrees that it shall be deemed to have executed an Assignment and Assumption pursuant to Section 10.07 of the Credit Agreement on the Fifth Amendment Effective Date and to have purchased a principal amount of New 2017 Refinancing Term Loans in an amount equal to the principal amount of such repayment (or such lesser amount as the Administrative Agent may allocate to such Term Lender). (h) This Fifth Amendment may not be amended, modified or waived except pursuant to a writing signed by each of the parties hereto.

Appears in 1 contract

Sources: Credit Agreement (Life Time Group Holdings, Inc.)

Reference to and Effect on the Credit Agreement and the Loan Documents. (a) This Eighth Amendment shall constitute both an Extension Amendment and a Loan Document under the Credit Agreement. (b) On and after the Eighth First Amendment Effective Date, (i) each reference in the Credit Agreement Agreement, the Guaranty or the Security Agreement, as applicable, to “this Agreement,” “hereunderherein,” “hereto”, “hereof” and “hereunder” or words of like import referring to the Credit Agreement Agreement, Guaranty or Security Agreement, as applicable, shall mean and be a reference to the Credit Agreement, Guaranty or Security Agreement, as applicable, and in each case as amended by this Eighth First Amendment, ; (ii) the 2013 Replacement Term Loans shall constitute “Term Loans” for all purposes under the Credit Agreement (other than for purposes of Section 2.01(a) of the Credit Agreement (as amended hereby), Section 4.01 of the Credit Agreement and the definition of “Term Commitments”, (iii) each Extending Revolving Lender and each New Refinancing 2013 Replacement Term Loan Lender shall constitute a “Lender” under (and a “Term Lender”, in each case, as defined in) in the Credit Agreement after giving effect to this Eighth Amendment, (iii) the Extending Revolving Commitments shall constitute “Extended Revolving Commitments”, “Commitments”, “Revolving Commitments” and “2021 Initial Revolving Commitments” under (and as defined in) the Credit Agreement, (iv) the Extending Revolving Loans each 2013 Replacement Term Loan Commitment shall constitute a Loans”, “Revolving Loans”, “Extended Revolving LoansCommitmentand “2021 Initial Revolving Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (v) the New Refinancing Term Loan Commitments shall constitute “Refinancing Commitments” and “Commitments” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (vi) the 2021 Refinancing Term Loans shall constitute “Closing Date Term Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment and (vii) the Eighth Amendment Effective Date shall constitute the “Amendment No. 8 Effective Date” under (and as defined in) in the Credit Agreement. (b) The Credit Agreement and each of the other Loan Documents, as specifically amended by this First Amendment, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this First Amendment. (c) The execution, delivery and effectiveness of this First Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or the Administrative Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents. NEWYORK 8754158 (2K)

Appears in 1 contract

Sources: Credit Agreement, Guaranty and Security Agreement (Bloomin' Brands, Inc.)

Reference to and Effect on the Credit Agreement and the Loan Documents. (a) This Eighth Fourth Amendment shall constitute both an Extension a Refinancing Amendment and a Loan Document under the Credit Agreement. (b) On and after the Eighth Fourth Amendment Effective Date, (i) each reference in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall mean and be a reference to the Credit Agreement, as amended by this Eighth Fourth Amendment, (ii) each Extending Revolving Lender and each New Refinancing Term Loan Lender shall constitute a “Lender” under (and as defined in) the Credit Agreement after giving effect to this Eighth AmendmentAgreement, (iii) the Extending Revolving Commitments shall constitute “Extended Revolving Commitments”, “Commitments”, “Revolving Commitments” and “2021 Initial Revolving Commitments” under (and as defined in) the Credit Agreement, (iv) the Extending Revolving Loans shall constitute “Loans”, “Revolving Loans”, “Extended Revolving Loans” and “2021 Initial Revolving Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (v) the New Refinancing Term Loan Commitments shall constitute “Refinancing Commitments” and “Commitments” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, and (viiv) the 2021 2017 Refinancing Term Loans shall constitute “Closing Date Term Loans” under (and as defined in) the Credit Agreement. (c) The Credit Agreement after giving and each of the other Loan Documents, as specifically amended by this Fourth Amendment, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Eighth Fourth Amendment. (d) The execution, delivery and effectiveness of this Fourth Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or the Administrative Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents. (e) Notwithstanding anything in the Credit Agreement to the contrary, the 2017 Refinancing Term Loans shall be funded as Eurodollar Rate Loans with an initial Interest Period ending on January 31, 2017. (f) Each Converting Lender that executes and (vii) delivers a Refinancing Lender Consent electing the Eighth “Consent and Cashless Roll Option” shall be deemed to agree, upon the effectiveness of the Agreement on the Fourth Amendment Effective Date that (i) all (or such lesser amount as the Administrative Agent may allocate to such Lender) of its Existing Term Loans shall constitute 2017 Refinancing Term Loans under the Credit Agreement (each such 2017 Refinancing Term Loan, to such extent, a “Cashless Converting Loan”) and (ii) it waives any right to receive its share of the prepayment of Existing Term Loans referred to in Section 2(h), solely to the extent to such Cashless Converting Loans. (g) Each existing Term Lender that executes and delivers a Refinancing Lender Consent electing the “Consent and Assignment Option” shall be repaid in full (or such lesser amount as the Administrative Agent may allocate to such Term Lender) on the Fourth Amendment No. 8 Effective Date” under (, including for all accrued and as defined in) unpaid interest, fees, expenses and other compensation owed to such Term Lender and due and payable by the Borrower pursuant to the Credit Agreement and this Agreement. Each such Term Lender agrees that it shall be deemed to have executed an Assignment and Assumption pursuant to Section 10.07 of the Credit Agreement on the Fourth Amendment Effective Date and purchase a principal amount of 2017 Refinancing Term Loans in an amount equal to the principal amount of such repayment (or such lesser amount as the Administrative Agent may allocate to such Term Lender). (h) This Fourth Amendment may not be amended, modified or waived except pursuant to a writing signed by each of the parties hereto.

Appears in 1 contract

Sources: Credit Agreement (Life Time Group Holdings, Inc.)

Reference to and Effect on the Credit Agreement and the Loan Documents. (a) This Eighth Amendment shall constitute both an Extension Amendment and a Loan Document under the Credit Agreement. (b) On and after the Eighth Amendment No. 1 Effective Date, (i) each reference in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall mean and be a reference to the Credit Agreement as amended hereby. (b) On and after the Amendment No. 1 Effective Date, the rights and obligations of the parties to the Credit Agreement and each other Loan Document (as defined in the Credit Agreement, the “Existing Loan Documents”) shall be governed by the Credit Agreement as amended hereby and each Existing Loan Document as amended hereby; provided that the rights and obligations of the parties to the Credit Agreement and the other Existing Loan Documents with respect to the period prior to the Amendment No. 1 Effective Date shall continue to be governed by the provision of the Credit Agreement and Existing Loan Documents prior to giving effect to this Eighth Amendment. The Existing Loan Documents, as specifically amended hereby, are, and shall continue to be, in full force and effect and are hereby ratified and confirmed in all respects. Without limiting the foregoing, (i) the Collateral Documents and all of the Collateral does and shall continue to secure the payment of all Secured Obligations on the terms and conditions set forth in the Collateral Documents as amended hereby (ii) each Extending Revolving Lender Loan Party hereby confirms and each New Refinancing Term Loan Lender shall constitute ratifies its grant of a security interest in the Collateral and its obligations as LenderPledgor” under (and as defined in) the Security Agreement, under the Credit Agreement after giving effect and all other Loan Documents as amended pursuant to this Eighth Amendment, all on the terms set forth in the Security Agreement and (iii) each Guarantor hereby confirms and ratifies its obligations as Guarantor under the Extending Revolving Commitments shall constitute “Extended Revolving Commitments”, “Commitments”, “Revolving Commitments” and “2021 Initial Revolving Commitments” Guaranty with respect to all of the Secured Obligations thereunder under (and as defined in) the Credit Agreement, (iv) the Extending Revolving Loans shall constitute “Loans”, “Revolving Loans”, “Extended Revolving Loans” and “2021 Initial Revolving Loans” under (and as defined in) the Credit Agreement after giving effect and all other Loan Documents as amended pursuant to this Eighth Amendment, all on the terms set forth in the Guaranty. (vc) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or the New Refinancing Term Administrative Agent under any of the Loan Commitments shall Documents, nor constitute “Refinancing Commitments” a waiver of any provision of any of the Loan Documents. On and “Commitments” under (and as defined in) after the Credit Agreement after giving effect to effectiveness of this Eighth Amendment, (vi) the 2021 Refinancing Term Loans this Amendment shall for all purposes constitute “Closing Date Term Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment and (vii) the Eighth Amendment Effective Date shall constitute the “Amendment No. 8 Effective Date” under (and as defined in) the Credit Agreementa Loan Document.

Appears in 1 contract

Sources: Credit Agreement (Wendy's Co)

Reference to and Effect on the Credit Agreement and the Loan Documents. (a) This Eighth Amendment shall constitute both an Extension Amendment and a Loan Document under the Credit Agreement. (b) On and after the Eighth Eleventh Amendment Effective Date, (i) each reference in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall mean and be a reference to the Amended Credit Agreement and any reference to the Credit Agreement in any Loan Document shall mean and be a reference to the Amended Credit Agreement. (b) On and after the Eleventh Amendment Effective Date, each reference in the Guaranty to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Guaranty shall mean and be a reference to the Second Amended and Restated Guaranty and any reference to the Guaranty in any Loan Document shall mean and be a reference to the Second Amended and Restated Guaranty. (c) The Credit Agreement, as specifically amended by this Eighth Eleventh Amendment, (ii) each Extending Revolving Lender is and each New Refinancing Term shall continue to be in full force and effect and is hereby in all respects ratified and confirmed. Each of the Collateral Documents and all other Loan Lender Documents shall constitute a “Lender” under (continue in full force and effect and are hereby in all respects ratified and confirmed. Other than as defined in) modified by this Eleventh Amendment and the Amended Credit Agreement and without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of the Obligations (including obligations in respect of Term B-4 Dollar Loans), and such other obligations and liabilities expressed or purported to be secured pursuant to such Collateral Documents, with all Liens continuing in full force and effect after giving effect to this Eighth Eleventh Amendment. (d) The execution, (iii) delivery and effectiveness of this Eleventh Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or the Extending Revolving Commitments Administrative Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents. This Eleventh Amendment shall not constitute “Extended Revolving Commitments”, “Commitments”, “Revolving Commitments” and “2021 Initial Revolving Commitments” under (and as defined in) the Credit Agreement, (iv) the Extending Revolving Loans shall constitute “Loans”, “Revolving Loans”, “Extended Revolving Loans” and “2021 Initial Revolving Loans” under (and as defined in) a novation of the Credit Agreement after giving effect to this Eighth Amendment, (v) or the New Refinancing Term other Loan Commitments shall constitute “Refinancing Commitments” and “Commitments” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (vi) the 2021 Refinancing Term Loans shall constitute “Closing Date Term Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment and (vii) the Eighth Amendment Effective Date shall constitute the “Amendment No. 8 Effective Date” under (and as defined in) the Credit AgreementDocuments.

Appears in 1 contract

Sources: Credit Agreement (Axalta Coating Systems Ltd.)

Reference to and Effect on the Credit Agreement and the Loan Documents. (a) This Eighth Amendment shall constitute both an Extension Amendment and a Loan Document under the Credit Agreement. (b) On and after the Eighth Amendment Restatement Effective Date, (i) each reference in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall mean and be a reference to the Credit Agreement, as amended by this Eighth Amendment (i.e., the Amended and Restated Credit Agreement). Each of the table of contents and lists of Exhibits, as applicable, shall be amended mutatis mutandis to reflect the changes made in this Amendment as of the Restatement Effective Date. The schedules to the Credit Agreement shall be amended and restated as set forth in Annex A. (b) Except as expressly amended hereby or specifically waived above, all of the terms and provisions of the Credit Agreement and all other Loan Documents, are and shall remain in full force and effect and are hereby ratified and confirmed. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment. (c) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of the Lenders, the Borrowers, the Co-Lead Arrangers or the Agents under any of the Loan Documents, nor constitute a waiver or amendment of any other provision of any of the Loan Documents or for any purpose except as expressly set forth herein. On and after the effectiveness of this Amendment, this Amendment shall for all purposes constitute a Loan Document. (iid) The Tranche B Term Lenders and Tranche B Revolving Lenders shall each Extending Revolving Lender and each New Refinancing Term Loan Lender shall constitute be a “Lender” under for purposes of the Loan Documents. (e) On and as defined in) after the Credit Agreement after giving effect to this Eighth AmendmentRestatement Effective Date, (iii) the Extending Revolving Tranche B Term Loan Commitments shall constitute “Extended Revolving Commitments”, “Commitments”, “Revolving Commitments” and “2021 Initial Revolving Commitments” under (and as defined in) the Credit Agreement, (iv) the Extending Revolving Loans shall constitute “Loans”, “Revolving Loans”, “Extended Revolving Loans” and “2021 Initial Revolving Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (v) the New Refinancing Additional Term Loan Commitments shall constitute “Refinancing Term Loan Commitments” and “Commitments” the Tranche B Term Loans (including Additional Term Loans) made under (§6.20 of the Amended and as defined in) the Restated Credit Agreement after giving effect to this Eighth Amendment, (vi) the 2021 Refinancing Term Loans shall constitute “Closing Date Term Loans” under for purposes of the Loan Documents (and as defined inthe Tranche B Term Loans (including Additional Term Loans) shall also constitute “Term Loans” for purposes of the Credit Agreement after giving effect to this Eighth Amendment Loan Documents). The Tranche B Revolving Loan Commitments and Additional Term Loan Commitments shall constitute “Revolving Loan Commitments” and any (x) Tranche B Revolving Loans drawn under any Tranche B Revolving Loan Commitment and (viiy) loans drawn under any Additional Revolving Loan Commitment (“Additional Revolving Loans”) shall in each case, constitute “Revolving Loans” for purposes of the Eighth Amendment Effective Date shall constitute the “Amendment No. 8 Effective Date” under Loan Documents (and as defined in) the Credit AgreementTranche B Revolving Loan Commitments and Additional Revolving Loan Commitments shall also constitute “Revolving Loan Commitments” for purposes of the Loan Documents).

Appears in 1 contract

Sources: Credit Agreement (Genesee & Wyoming Inc)

Reference to and Effect on the Credit Agreement and the Loan Documents. (a) This Eighth Amendment shall constitute both an Extension become effective as of the date hereof, provided the Administrative Agent shall have received counterparts of this Amendment executed by each Loan Party, each Amendment No. 2 Refinancing Revolving Credit Lender, each Swing Line Lender, each L/C Issuer and a Loan Document under the Credit AgreementAdministrative Agent or, as to any of the Lenders, written evidence reasonably satisfactory to the Administrative Agent that such Lender has executed this Amendment. (b) On and after the Eighth Amendment No. 2 Effective Date, (i) each reference in the Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof” or words of like import referring to the Credit Agreement Agreement, and each reference in the Notes and each of the other Loan Documents to “the Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement, as amended by this Eighth Amendment, (ii) each Extending reference to “Revolving Lender and each New Refinancing Term Loan Lender shall constitute a “LenderCredit Commitmentsunder (and as defined in) in the Credit Agreement after giving effect shall be deemed to this Eighth Amendment, include a reference to the Other Revolving Credit Commitments made available hereunder and (iii) the Extending Revolving Commitments each Amendment No. 2 Refinancing Revolver Credit Lender (or its successors and assigns, as applicable) shall constitute “Extended Revolving Commitments”, “Commitments”, be a “Revolving CommitmentsCredit Lenderand “2021 Initial Revolving Commitments” under (and as defined in) for the purposes of the Credit Agreement. This Amendment constitutes a “Refinancing Amendment” and a “Loan Document” under and for all purposes of the Loan Documents. (c) The Credit Agreement, as specifically amended by this Amendment, is and shall continue to be in full force and effect and is hereby in all respects ratified and confirmed. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations (including, for the avoidance of doubt, all Obligations in respect of the Other Revolving Credit Commitments made available hereunder) of the Loan Parties under the Loan Documents, in each case as amended by this Amendment. (d) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or the Administrative Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents. (e) Each Loan Party hereby (i) ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, under each of the Loan Documents to which it is a party, (ivii) ratifies and reaffirms each grant of a lien on, or security interest in, its property made pursuant to the Extending Loan Documents (including, without limitation, the grant of security made by such Loan Party pursuant to the Security Agreement) and confirms that such liens and security interests continue to secure the Obligations under the Loan Documents (including, for the avoidance of doubt, all Obligations in respect of the Other Revolving Loans shall constitute “Loans”Credit Commitments made available hereunder), “Revolving Loans”, “Extended Revolving Loans” and “2021 Initial Revolving Loans” under (and as defined in) subject to the Credit Agreement after giving effect to this Eighth Amendment, (v) the New Refinancing Term Loan Commitments shall constitute “Refinancing Commitments” and “Commitments” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (vi) the 2021 Refinancing Term Loans shall constitute “Closing Date Term Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment terms thereof and (viiiii) in the Eighth Amendment Effective Date shall constitute case of each Guarantor, ratifies and reaffirms its guaranty of the “Amendment No. 8 Effective Date” under Obligations (and as defined inincluding, for the avoidance of doubt, all Obligations in respect of the Other Revolving Credit Commitments made available hereunder) pursuant to the Credit AgreementGuaranty.

Appears in 1 contract

Sources: Credit Agreement (Hilton Worldwide Holdings Inc.)

Reference to and Effect on the Credit Agreement and the Loan Documents. (a) This Eighth Amendment shall constitute both an Extension Amendment and a Loan Document under the Credit Agreement. (b) On and after the Eighth Amendment No. 1 Effective Date, (i) each reference in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall mean and be a reference to the Credit Agreement, as amended by this Eighth Amendment No. 1 (i.e., the Amended Credit Agreement). (b) The Credit Agreement and each of the other Loan Documents, as specifically amended by this Amendment, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment, and all guarantees and grants of security interests are hereby reaffirmed by each Loan Party. (iic) each Extending Revolving The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or the Administrative Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents. On and each New Refinancing after the effectiveness of this Amendment, this Amendment shall for all purposes constitute a Loan Document. (d) The Additional Term Loan B-1 Lender shall constitute be a “Lender” under for purposes of the Loan Documents. (e) On and as defined in) after the Credit Agreement after giving effect to this Eighth AmendmentAmendment No. 1 Effective Date, (iii) the Extending Revolving Additional Term B-1 Commitments shall constitute “Extended Revolving Commitments”, “Commitments”, “Revolving Other Term Commitments” and “2021 Initial Revolving Commitments” under (and as defined in) the Credit Agreement, (iv) the Extending Revolving Term B-1 Loans shall constitute “Loans”, “Revolving Loans”, “Extended Revolving Other Term Loans” for purposes of the Loan Documents (and the Term B-1 Loans shall also constitute 2021 Initial Revolving Term Loans” under (and as defined in) for purposes of the Loan Documents). The Tranche A Revolving Credit Agreement after giving effect to this Eighth Amendment, (v) the New Refinancing Term Loan Commitments shall constitute “Refinancing Other Revolving Credit Commitments” and “Commitments” under (and as defined in) the any Tranche A Revolving Credit Agreement after giving effect to this Eighth Amendment, (vi) the 2021 Refinancing Term Loans drawn thereunder shall constitute “Closing Date Term Other Revolving Credit Loans” under for purposes of the Loan Documents (and as defined in) the Tranche A Revolving Credit Agreement after giving effect to this Eighth Amendment and (vii) Commitments shall also constitute “Revolving Credit Commitments” for purposes of the Eighth Amendment Effective Date shall constitute the “Amendment No. 8 Effective Date” under (and as defined in) the Credit AgreementLoan Documents).

Appears in 1 contract

Sources: First Lien Credit Agreement (TransFirst Inc.)

Reference to and Effect on the Credit Agreement and the Loan Documents. (a) This Eighth Amendment shall constitute both an Extension Amendment and a Loan Document under the Credit Agreement. (b) On and after the Eighth Amendment No. 5 Effective Date, (i) each reference in the Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof” or words of like import referring to the Credit Agreement Agreement, and each reference in the Notes and each of the other Loan Documents to “the Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Amended Credit Agreement. This Amendment No. 5 constitutes a “Loan Document” under and for all purposes of the Loan Documents. (b) The Credit Agreement, as specifically amended by this Eighth AmendmentAmendment No. 5, is and shall continue to be in full force and effect and is hereby in all respects ratified and confirmed. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case as amended by this Amendment No. 5. (iic) each Extending Revolving The execution, delivery and effectiveness of this Amendment No. 5 shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender and each New Refinancing Term or the Administrative Agent under any of the Loan Lender shall Documents, nor constitute a “Lender” waiver of any provision of any of the Loan Documents. (d) This Amendment No. 5 shall not extinguish the Obligations for the payment of money outstanding under (and as defined in) the Credit Agreement after giving or discharge or release the lien or priority of any Loan Document or any other security therefor or any guarantee thereof, and the liens and security interests existing immediately prior to the Amendment No. 5 Effective Date in favor of the Collateral Agent for the benefit of the Secured Parties securing payment of the Obligations are in all respects continuing and in full force and effect with respect to this Eighth Amendmentall Obligations. Except as expressly provided, (iii) nothing herein contained shall be construed as a substitution or novation, or a payment and reborrowing, or a termination, of the Extending Revolving Commitments shall constitute “Extended Revolving Commitments”, “Commitments”, “Revolving Commitments” and “2021 Initial Revolving Commitments” Obligations outstanding under (and as defined in) the Credit Agreement, (iv) the Extending Revolving Loans shall constitute “Loans”, “Revolving Loans”, “Extended Revolving Loans” and “2021 Initial Revolving Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendmentor instruments guaranteeing or securing the same, (v) the New Refinancing Term which shall remain in full force and effect, except as modified hereby or by instruments executed concurrently herewith. Nothing expressed or implied in Amendment No. 5 or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Commitments shall constitute “Refinancing Commitments” and “Commitments” Party under (and as defined in) the Credit Agreement after giving effect to or any Loan Document from any of its obligations and liabilities thereunder, and except as expressly provided, such obligations are in all respects continuing with only the terms being modified as provided in this Eighth Amendment, (vi) the 2021 Refinancing Term Loans shall constitute “Closing Date Term Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment and (vii) the Eighth Amendment Effective Date shall constitute the “Amendment No. 8 Effective Date” under (and as defined in) the Credit Agreement5.

Appears in 1 contract

Sources: Credit Agreement (Hilton Grand Vacations Inc.)

Reference to and Effect on the Credit Agreement and the Loan Documents. (a) This Eighth Amendment shall constitute both an Extension Amendment and a Loan Document under the Credit Agreement. (b) On and after the Eighth Amendment No. 7 Effective Date, (i) each reference in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall mean and be a reference to the Credit Agreement, as amended and restated by this Eighth AmendmentAmendment No. 7, (ii) each Extending Revolving Lender and each New Refinancing the 2014 Replacement Term Loan Lender shall constitute a “Lender” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (iii) the Extending Revolving Commitments shall constitute “Extended Revolving Commitments”, “Commitments”, “Revolving Commitments” and “2021 Initial Revolving Commitments” under (and as defined in) in the Credit Agreement, (iviii) the Extending Revolving Loans shall constitute “Loans”, “Revolving Loans”, “Extended Revolving Loans” and “2021 Initial Revolving Loans” under (and as defined in) each reference to Exhibit E to the Credit Agreement after giving effect (Form of Compliance Certificate) in any document, agreement or instrument executed in connection with the Credit Agreement shall mean and be a reference to Exhibit E (Form of Compliance Certificate) as amended by this Eighth AmendmentAmendment No. 7, (iv) each reference to the Schedules to the Credit Agreement in any document, agreement or instrument executed in connection with the Credit Agreement shall mean and be a reference to the Schedules to the Credit Agreement as amended or amended and restated by this Amendment No. 7 and (v) each reference to any of the New Refinancing Term Loan Commitments shall constitute “Refinancing Commitments” and “Commitments” under (and as defined in) Other Exhibits in any document, agreement or instrument executed in connection with the Credit Agreement after giving effect shall mean and be a reference to the applicable Other Exhibits as amended by this Eighth Amendment, (vi) the 2021 Refinancing Term Loans shall constitute “Closing Date Term Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment and (vii) the Eighth Amendment Effective Date shall constitute the “Amendment No. 8 Effective Date” 7. (b) The Credit Agreement and each of the other Loan Documents, as specifically amended by this Amendment No. 7, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment No. 7. (c) The execution, delivery and effectiveness of this Amendment No. 7 shall not, except as defined in) expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or the Credit AgreementAdministrative Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents. On and after the effectiveness of this Amendment No. 7, this Amendment No. 7 shall for all purposes constitute a Loan Document.

Appears in 1 contract

Sources: Credit Agreement (Transunion Corp.)

Reference to and Effect on the Credit Agreement and the Loan Documents. (a) This Eighth Amendment shall constitute both an Extension Amendment and a Loan Document under the Credit Agreement. (b) On and after each of the Eighth Initial Amendment No. 12 Effective Date and the Subsequent Amendment No. 12 Effective Date, (i) each reference in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall mean and be a reference to the Credit Agreement, as amended by this Eighth AmendmentAmendment No. 12 on the Initial Amendment No. 12 Effective Date and the Subsequent Amendment No. 12 Effective Date, as applicable. (iib) The Credit Agreement and each Extending Revolving of the other Loan Documents, as specifically amended by this Amendment No. 12, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment No. 12. (c) The execution, delivery and effectiveness of this Amendment No. 12 shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or the Administrative Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents. On and after the effectiveness of this Amendment No. 12 (or portions hereof) as provided in Section 2 hereof, this Amendment No. 12 (or applicable portions hereof) shall for all purposes constitute a Loan Document. (d) If the Borrower provides notice to any Amendment No. 12 Non-Consenting Lender and each New Refinancing Term Loan Lender shall constitute a “Lender” the Administrative Agent that they are exercising their rights under (Sections 3.07(a) and as defined in3.07(d) of the Credit Agreement after giving effect (in each case as modified by this Amendment No. 12 on the Initial Amendment No. 12 Effective Date) in connection with this Amendment No. 12 to this Eighth Amendmentrequire such Amendment No. 12 Non-Consenting Lender to assign all of its interests, (iiirights and obligations under the Loan Documents to one or more Eligible Assignees identified by the Borrower, the Administrative Agent shall coordinate the transfer of all such 2015 Term B-2 Loans of each such Amendment No. 12 Non-Consenting Lender to the identified Eligible Assignees, which transfers shall be effected in accordance with Section 10.07(b) the Extending Revolving Commitments shall constitute “Extended Revolving Commitments”, “Commitments”, “Revolving Commitments” and “2021 Initial Revolving Commitments” under (and as defined in) the Credit Agreement, (iv) the Extending Revolving Loans shall constitute “Loans”, “Revolving Loans”, “Extended Revolving Loans” and “2021 Initial Revolving Loans” under (and as defined in) of the Credit Agreement after giving effect to this Eighth Amendment, (v) and shall be effective as of the New Refinancing Term Loan Commitments shall constitute “Refinancing Commitments” and “Commitments” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (vi) the 2021 Refinancing Term Loans shall constitute “Closing Date Term Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment and (vii) the Eighth Amendment Effective Date shall constitute the “Subsequent Amendment No. 8 12 Effective Date” under (, and as defined in) the Credit Agreementeach Eligible Assignee acquiring 2015 Term B-2 Loans in connection with such transfers shall have provided a signature page to this Amendment No. 12 consenting hereto with respect to such acquired 2015 Term B-2 Loans.

Appears in 1 contract

Sources: Credit Agreement (TransUnion)

Reference to and Effect on the Credit Agreement and the Loan Documents. (a) This Eighth Amendment shall constitute both an Extension Amendment and a Loan Document under the Credit Agreement. (b) On and after the Eighth Amendment No. 6 Effective Date, (i) each reference in the Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof” or words of like import referring to the Credit Agreement Agreement, and each reference in the Notes and each of the other Loan Documents to “the Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Amended Credit Agreement. This Amendment No. 6 constitutes a “Loan Document” under and for all purposes of the Loan Documents. (b) The Credit Agreement, as specifically amended by this Eighth AmendmentAmendment No. 6, is and shall continue to be in full force and effect and is hereby in all respects ratified and confirmed. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case as amended by this Amendment No. 6. (iic) each Extending Revolving The execution, delivery and effectiveness of this Amendment No. 6 shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender and each New Refinancing Term or the Administrative Agent under any of the Loan Lender shall Documents, nor constitute a “Lender” waiver of any provision of any of the Loan Documents. (d) This Amendment No. 6 shall not extinguish the Obligations for the payment of money outstanding under (and as defined in) the Credit Agreement after giving or discharge or release the lien or priority of any Loan Document or any other security therefor or any guarantee thereof, and the liens and security interests existing immediately prior to the Amendment No. 6 Effective Date in favor of the Collateral Agent for the benefit of the Secured Parties securing payment of the Obligations are in all respects continuing and in full force and effect with respect to this Eighth Amendmentall Obligations. Except as expressly provided, (iii) nothing herein contained shall be construed as a substitution or novation, or a payment and reborrowing, or a termination, of the Extending Revolving Commitments shall constitute “Extended Revolving Commitments”, “Commitments”, “Revolving Commitments” and “2021 Initial Revolving Commitments” Obligations outstanding under (and as defined in) the Credit Agreement, (iv) the Extending Revolving Loans shall constitute “Loans”, “Revolving Loans”, “Extended Revolving Loans” and “2021 Initial Revolving Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendmentor instruments guaranteeing or securing the same, (v) the New Refinancing Term which shall remain in full force and effect, except as modified hereby or by instruments executed concurrently herewith. Nothing expressed or implied in Amendment No. 6 or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Commitments shall constitute “Refinancing Commitments” and “Commitments” Party under (and as defined in) the Credit Agreement after giving effect to or any Loan Document from any of its obligations and liabilities thereunder, and except as expressly provided, such obligations are in all respects continuing with only the terms being modified as provided in this Eighth Amendment, (vi) the 2021 Refinancing Term Loans shall constitute “Closing Date Term Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment and (vii) the Eighth Amendment Effective Date shall constitute the “Amendment No. 8 Effective Date” under (and as defined in) the Credit Agreement6.

Appears in 1 contract

Sources: Credit Agreement (Hilton Grand Vacations Inc.)

Reference to and Effect on the Credit Agreement and the Loan Documents. (a) This Eighth Amendment shall constitute both an Extension Amendment and a Loan Document under the Credit Agreement. (b) On and after the Eighth Amendment No. 5 Effective Date, (i) each reference in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall mean and be a reference to the Credit Agreement, as amended by this Eighth Amendment No. 5 (i.e., the Amended Credit Agreement). (b) The Credit Agreement and each of the other Loan Documents, as specifically amended by this Amendment (i.e., the Amended Credit Agreement), are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment, and all guarantees and grants of security interests, as applicable, are hereby reaffirmed by each applicable Loan Party. (iic) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or the Administrative Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents. On and after the effectiveness of this Amendment, this Amendment shall for all purposes constitute a Loan Document. (d) Each Additional Term A-3 Lender (if any), each Extending Cashless Option Term A-2 Lender, each Additional Revolving Lender, each Incremental Term A-3 Lender and each New Refinancing Term Loan Incremental Tranche A-2 Revolving Lender shall constitute be a “Lender” for purposes of the Loan Documents. (e) On and after the Amendment No. 5 Effective Date, the Rollover Refinancing Term A-3 Loans made under Section 2.01(h) of the Amended Credit Agreement shall constitute “Refinancing Term Loans” for purposes of the Loan Documents (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (iii) Term A-3 Loans shall also constitute “Term Loans” for purposes of the Extending Loan Documents). The Tranche A-2 Revolving Commitments shall constitute “Extended Revolving Commitments”, “Commitments”, “Refinancing Revolving Commitments” (and the Tranche A-2 Revolving Commitments shall also constitute 2021 Initial Revolving Credit Commitments” under for purposes of the Loan Documents). (f) On and as defined in) after the Credit AgreementAmendment No. 5 Effective Date, (iv) the Extending Revolving Incremental Term A-3 Loans shall constitute “Loans”, “Revolving Loans”, “Extended Revolving Incremental Term Loans” for purposes of the Loan Documents (and, for the avoidance of doubt, the Incremental Term A-3 Loans and “2021 Initial Revolving Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (v) the New Rollover Refinancing Term A-3 Loans shall also constitute Term A-3 Loans for purposes of the Loan Documents). (g) On and after the Amendment No. 5 Effective Date, the Incremental Tranche A-2 Revolving Commitments shall constitute “Refinancing Incremental Revolving Commitments” for purposes of the Loan Documents (and, for the avoidance of doubt, the Incremental Tranche A-2 Revolving Commitments and “Commitments” under (and as defined in) Rollover Tranche A-2 Revolving Commitments shall also constitute Revolving Credit Commitments for purposes of the Credit Agreement after giving effect to this Eighth Amendment, (vi) the 2021 Refinancing Term Loans shall constitute “Closing Date Term Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment and (vii) the Eighth Amendment Effective Date shall constitute the “Amendment No. 8 Effective Date” under (and as defined in) the Credit AgreementLoan Documents).

Appears in 1 contract

Sources: Credit Agreement (CEB Inc.)

Reference to and Effect on the Credit Agreement and the Loan Documents. (a) This Eighth Amendment shall constitute both an Extension Amendment and a Loan Document under the Credit Agreement. (b) On and after the Eighth Amendment No. 3 Effective Date, (i) each reference in the Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof” or words of like import referring to the Credit Agreement Agreement, and each reference in the Notes and each of the other Loan Documents to “the Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement, as amended by this Eighth Amendment. This Amendment constitutes an “Incremental Amendment” and a “Loan Document” under and for all purposes of the Loan Documents. Each of the Lenders party hereto hereby acknowledge that the Borrower hereby provides notice under (i) Section 2.14 of the Credit Agreement of its Incremental Loan Request, with the proposed terms set forth herein, and all notice requirements in Section 2.14 of the Credit Agreement with respect to such Incremental Loan Request have been satisfied and (ii) Section 3.07 of the replacement of Non-Consenting Series B-2 Term Lenders, on the terms set forth herein, and all notice requirements in Section 3.07 of the Credit Agreement with respect to such replacement of Non- Consenting Series B-2 Term Lenders have been satisfied. (b) The Credit Agreement, as specifically amended by this Amendment, is and shall continue to be in full force and effect and is hereby in all respects ratified and confirmed. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations (including, for the avoidance of doubt, all Obligations in respect of the Series B-2 Term Loans (including the Amended Series B-2 Term Loans and New Series B-2 Term Loans) made available hereunder) of the Loan Parties under the Loan Documents, in each case as amended by this Amendment. (c) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or the Administrative Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents. (d) Each Loan Party hereby (i) ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, under each of the Loan Documents to which it is a party, (ii) ratifies and reaffirms each Extending Revolving Lender grant of a lien on, or security interest in, its property made pursuant to the Loan Documents (including, without limitation, the grant of security made by such Loan Party pursuant to the Security Agreement) and each confirms that such liens and security interests continue to secure the Obligations under the Loan Documents (including, for the avoidance of doubt, all Obligations in respect of the Series B-2 Term Loans (including the Amended Series B-2 Term Loans and New Refinancing Series B-2 Term Loan Lender shall constitute a “Lender” under (Loans) made available hereunder), subject to the terms thereof and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (iii) in the Extending Revolving Commitments shall constitute “Extended Revolving Commitments”case of each Guarantor, “Commitments”ratifies and reaffirms its guaranty of the Obligations (including, “Revolving Commitments” and “2021 Initial Revolving Commitments” under (and as defined in) for the Credit Agreementavoidance of doubt, (iv) all Obligations in respect of the Extending Revolving Loans shall constitute “Loans”, “Revolving Loans”, “Extended Revolving Loans” and “2021 Initial Revolving Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (v) the New Refinancing Term Loan Commitments shall constitute “Refinancing Commitments” and “Commitments” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (vi) the 2021 Refinancing Series B-2 Term Loans shall constitute “Closing Date (including the Amended Series B-2 Term Loans and New Series B-2 Term Loans” under (and as defined in) made available hereunder) pursuant to the Credit Agreement after giving effect to this Eighth Amendment and (vii) the Eighth Amendment Effective Date shall constitute the “Amendment No. 8 Effective Date” under (and as defined in) the Credit AgreementGuaranty.

Appears in 1 contract

Sources: Credit Agreement (Hilton Worldwide Holdings Inc.)

Reference to and Effect on the Credit Agreement and the Loan Documents. (a) This Eighth Fourteenth Amendment shall constitute both an Extension Incremental Amendment and a Loan Document under the Credit Agreement. (b) On and after the Eighth Fourteenth Amendment Effective Date, (i) each reference in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall mean and be a reference to the Credit Agreement, as amended by this Eighth Fourteenth Amendment, (ii) each Extending Revolving Lender and each 2024 New Refinancing Term Loan Lender shall constitute a “Lender” under (and as defined in) the Credit Agreement after giving effect to this Eighth Fourteenth Amendment, (iii) the Extending Revolving Commitments shall constitute “Extended Revolving Commitments”, “Commitments”, “Revolving Commitments” and “2021 Initial Revolving Commitments” under (and as defined in) the Credit Agreement, (iv) the Extending Revolving Loans shall constitute “Loans”, “Revolving Loans”, “Extended Revolving Loans” and “2021 Initial Revolving Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (v) the 2024 New Refinancing Term Loan Commitments shall constitute “Refinancing Commitments” and “Commitments” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (vi) the 2021 Refinancing Term Loans shall constitute “Closing Date Term Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Fourteenth Amendment and (viiv) the Eighth Fourteenth Amendment Effective Date shall constitute the “Amendment No. 8 14 Effective Date” under (and as defined in) the Credit Agreement. (c) The Credit Agreement and each of the other Loan Documents, as specifically amended by this Fourteenth Amendment, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Fourteenth Amendment. (d) The execution, delivery and effectiveness of this Fourteenth Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or the Administrative Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents. (e) This Fourteenth Amendment may not be amended, modified or waived except pursuant to a writing signed by each of the parties hereto.

Appears in 1 contract

Sources: Credit Agreement (Life Time Group Holdings, Inc.)

Reference to and Effect on the Credit Agreement and the Loan Documents. (a) This Eighth Amendment shall constitute both an Extension Amendment and a Loan Document under the Credit Agreement. (b) On and after the Eighth Amendment No. 7 Effective Date, (i) each reference to the Credit Agreement in any Loan Document and in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall mean and be a reference to the Amended Credit Agreement. (b) Each Borrower hereby (i) ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, under each of the Loan Documents to which it is a party and confirms that the Credit Agreement and each of the other Loan Documents, as specifically amended by this Amendment, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed, (ii) ratifies and reaffirms its prior grant and the validity of the Liens and security interests made pursuant to the Collateral Documents and confirms that all such Liens and security interests continue in full force and effect to secure the Obligations under the Loan Documents after giving effect to this Amendment and (iii) ratifies and reaffirms its guaranty of the Obligations. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Eighth Amendment and all prior grants of security interests are hereby reaffirmed. (c) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of the Multicurrency Administrative Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents nor a novation thereof. On and after the effectiveness of this Amendment, (ii) each Extending Revolving Lender and each New Refinancing Term Loan Lender this Amendment shall for all purposes constitute a “Lender” under Loan Document. (d) By executing and as defined in) the Credit Agreement after giving effect delivering a copy of this Amendment, each Borrower hereby consents to this Eighth Amendment, (iii) the Extending Revolving Commitments shall constitute “Extended Revolving Commitments”, “Commitments”, “Revolving Commitments” and “2021 Initial Revolving Commitments” under (and as defined in) the Credit Agreement, (iv) the Extending Revolving Loans shall constitute “Loans”, “Revolving Loans”, “Extended Revolving Loans” and “2021 Initial Revolving Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (v) the New Refinancing Term Loan Commitments shall constitute “Refinancing Commitments” and “Commitments” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (vi) the 2021 Refinancing Term Loans shall constitute “Closing Date Term Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment and agrees and confirms that all Obligations (viiincluding those created hereby) shall continue to be guaranteed and secured pursuant to the Eighth Amendment Effective Date shall constitute the “Amendment No. 8 Effective Date” under (and as defined in) the Credit AgreementLoan Documents.

Appears in 1 contract

Sources: Credit Agreement (Levi Strauss & Co)

Reference to and Effect on the Credit Agreement and the Loan Documents. (a) This Eighth Amendment shall constitute both an Extension Amendment and a Loan Document under the Credit Agreement. (b) On and after the Eighth Amendment No. 6 Effective Date, (i) each reference in the Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof” or words of like import referring to the Credit Agreement Agreement, and each reference in the Notes and each of the other Loan Documents to “the Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement, as amended by this Eighth Amendment, (ii) each Extending Revolving Lender reference to “Term Loans” and each New Refinancing “Series B-2 Term Loan Lender shall constitute a “LenderLoansunder (and as defined in) in the Credit Agreement after giving effect shall be deemed to this Eighth Amendment, include a reference to the Refinancing Term Loans made available hereunder and (iii) the Extending Revolving Commitments Refinancing Term Lender (or its successors and assigns, as applicable) shall constitute be a Extended Revolving Commitments”, “Commitments”, “Revolving CommitmentsSeries B-2 Term Lender” and a 2021 Initial Revolving CommitmentsTerm Lenderunder (and as defined in) for the purposes of the Credit Agreement, (iv) the Extending Revolving Loans shall constitute . This Amendment constitutes a Loans”, “Revolving Loans”, “Extended Revolving LoansRefinancing Amendment” and a 2021 Initial Revolving LoansLoan Document” under and for all purposes of the Loan Documents. (and b) The Credit Agreement, as defined in) the Credit Agreement after giving effect to specifically amended by this Eighth Amendment, is and shall continue to be in full force and effect and is hereby in all respects ratified and confirmed. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations (v) including, for the New Refinancing Term Loan Commitments shall constitute “Refinancing Commitments” and “Commitments” under (and as defined in) avoidance of doubt, all Obligations in respect of the Credit Agreement after giving effect to this Eighth Amendment, (vi) the 2021 Refinancing Term Loans made available hereunder) of the Loan Parties under the Loan Documents, in each case as amended by this Amendment. (c) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or the Administrative Agent under any of the Loan Documents, nor constitute “Closing Date a waiver of any provision of any of the Loan Documents. (d) Each Loan Party hereby (i) ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, under each of the Loan Documents to which it is a party, (ii) ratifies and reaffirms each grant of a lien on, or security interest in, its property made pursuant to the Loan Documents (including, without limitation, the grant of security made by such Loan Party pursuant to the Security Agreement) and confirms that such liens and security interests continue to secure the Obligations under the Loan Documents (including, for the avoidance of doubt, all Obligations in respect of the Refinancing Term Loans” under (and as defined in) Loans made available hereunder), subject to the Credit Agreement after giving effect to this Eighth Amendment terms thereof and (viiiii) in the Eighth Amendment Effective Date shall constitute case of each Guarantor, ratifies and reaffirms its guaranty of the “Amendment No. 8 Effective Date” under Obligations (and as defined inincluding, for the avoidance of doubt, all Obligations in respect of the Refinancing Term Loans made available hereunder) pursuant to the Credit AgreementGuaranty.

Appears in 1 contract

Sources: Credit Agreement (Hilton Worldwide Holdings Inc.)

Reference to and Effect on the Credit Agreement and the Loan Documents. (a) This Eighth Amendment shall constitute both an Extension Amendment and a Loan Document under the Credit Agreement. (b) On and after the Eighth Amendment Effective Dateeffectiveness of this Amendment, (i) each reference in the Credit Agreement to “this Agreement,” ”, “herein”, “hereunder,” ”, “hereof” or words of like import referring to the Credit Agreement, and each reference in the Notes and each of the other Loan Documents to “the Credit Agreement”, “therein”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement shall mean and be a reference to the Credit Agreement, Agreement as amended by this Eighth Amendment (as so amended, the “Amended Credit Agreement”). On and after the effectiveness of this Amendment, (ii) each Extending Revolving Lender reference in the Fee Letter to “this Fee Letter”, “herein”, “hereunder”, “hereof” or words of like import referring to the Fee Letter, and each New Refinancing Term reference in the Notes and each of the other Loan Lender Documents to “the Fee Letter”, “therein”, “thereunder”, “thereof” or words of like import referring to the Fee Letter shall constitute mean and be a reference to the Fee Letter as amended by this Amendment. This Amendment is a “LenderLoan Document” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (iii) the Extending Revolving Commitments shall constitute “Extended Revolving Commitments”, “Commitments”, “Revolving Commitments” and “2021 Initial Revolving Commitments” under (and as defined in) the Credit Agreement, (iv) the Extending Revolving Loans shall constitute “Loans”, “Revolving Loans”, “Extended Revolving Loans” and “2021 Initial Revolving Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (v) the New Refinancing Term Loan Commitments shall constitute “Refinancing Commitments” and “Commitments” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (vi) the 2021 Refinancing Term Loans shall constitute “Closing Date Term Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment and (vii) the Eighth Amendment Effective Date shall constitute the “Amendment No. 8 Effective Date” under (and as defined in) in the Credit Agreement. (b) The Credit Agreement and the Fee Letter, each as specifically amended by this Amendment, is and shall continue to be in full force and effect and is hereby in all respects ratified and confirmed. (c) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or the Administrative Agent under the Credit Agreement or any other Loan Document, nor constitute a waiver of any provision of the Credit Agreement or any other Loan Document.

Appears in 1 contract

Sources: Senior Secured Term Facility Credit Agreement (Chemtura CORP)

Reference to and Effect on the Credit Agreement and the Loan Documents. (a) This Eighth Amendment shall constitute both an Extension Amendment and a Loan Document under the Credit Agreement. (b) On and after the Eighth Amendment Effective Dateeffectiveness of this Amendment, (i) each reference in the Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof” or words of like import referring to the Credit Agreement Agreement, and each reference in each of the other Loan Documents to “the Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement, as amended and modified by this Eighth Amendment, . (iib) each Extending Revolving Lender The Credit Agreement and each New Refinancing Term of the other Loan Lender Documents, as specifically amended and modified by this Amendment are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed. (c) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender, any Issuing Bank, any Swing Line Bank or the Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents. (d) The Converting Lenders will be deemed to be LenderLendersfor all purposes under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (iii) the Extending Revolving Commitments shall constitute “Extended Revolving Commitments”, “Commitments”, “Revolving Commitments” and “2021 Initial Revolving Commitments” under (and as defined in) the Credit Agreement, (iv) each Converting Lender will be deemed to have converted outstanding Term B-1 Advances and/or Euro Term B-1 Advances into an Advance of Replacement Term Loans on the Extending Revolving Effective Date, the Replacement Term Loans shall constitute with respect to the Term B-1 Facility will be deemed to be Loans”, “Revolving Loans”, “Extended Revolving LoansTerm B-1 Advancesand “2021 Initial Revolving Loans” for all purposes under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (v) and the New Refinancing Term Loan Commitments shall constitute “Refinancing Commitments” and “Commitments” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (vi) the 2021 Refinancing Replacement Term Loans shall constitute with respect to the Euro Term B-1 Facility will be deemed to be Closing Date Euro Term LoansB-1 Advancesfor all purposes under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment and (vii) the Eighth Amendment Effective Date shall constitute the “Amendment No. 8 Effective Date” under (and as defined in) the Credit Agreement. (e) Notwithstanding anything in the Credit Agreement to the contrary, the initial Interest Period with respect to the Term B-1 Advances and the Euro Term B-1 Advances after the Effective Date shall end on December 13, 2013 and each of the undersigned, to the extent applicable, hereby waives any breakage payment owing to such Lender pursuant to Section 9.04(c) in connection with this Amendment. (f) The Agent, the Lenders party hereto and the Loan Parties agree that this Amendment shall be a Loan Document for all purposes of the Credit Agreement (as specifically amended by this Amendment) and the other Loan Documents.

Appears in 1 contract

Sources: Credit Agreement (Sealed Air Corp/De)

Reference to and Effect on the Credit Agreement and the Loan Documents. (a) This Eighth Amendment shall constitute both an Extension become effective as of the date hereof, provided the Administrative Agent shall have received counterparts of this Amendment executed by each Loan Party, each Series B-2 Term Lender, each of the Required Lenders and a Loan Document under the Credit AgreementAdministrative Agent or, as to any of the Lenders, written evidence reasonably satisfactory to the Administrative Agent that such Lender has executed this Amendment. (b) On and after the Eighth Amendment No. 1 Effective Date, (i) each reference in the Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof” or words of like import referring to the Credit Agreement Agreement, and each reference in the Notes and each of the other Loan Documents to “the Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement, as amended by this Eighth Amendment. This Amendment constitutes an “Extension Amendment” and a “Loan Document” under and for all purposes of the Loan Documents. Each of the Lenders party hereto hereby acknowledge that the Borrower hereby provides notice under Section 2.16 of the Credit Agreement of its Term Loan Extension Request, with the proposed terms set forth herein, and all notice requirements in Section 2.16 of the Credit Agreement with respect to such Term Loan Extension Request have been satisfied. (c) The Credit Agreement, as specifically amended by this Amendment, is and shall continue to be in full force and effect and is hereby in all respects ratified and confirmed. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations (including, for the avoidance of doubt, all Obligations in respect of the Series B-1 Term Loans and Series B-2 Term Loans) of the Loan Parties under the Loan Documents, in each case as amended by this Amendment. (d) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or the Administrative Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents. (e) Each Loan Party hereby (i) ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, under each of the Loan Documents to which it is a party, (ii) ratifies and reaffirms each Extending Revolving Lender grant of a lien on, or security interest in, its property made pursuant to the Loan Documents (including, without limitation, the grant of security made by such Loan Party pursuant to the Security Agreement) and each New Refinancing confirms that such liens and security interests continue to secure the Obligations under the Loan Documents (including, for the avoidance of doubt, all Obligations in respect of the Series B-1 Term Loan Lender shall constitute a “Lender” under (Loans and as defined in) Series B-2 Term Loans), subject to the Credit Agreement after giving effect to this Eighth Amendment, terms thereof and (iii) in the Extending Revolving Commitments shall constitute “Extended Revolving Commitments”case of each Guarantor, “Commitments”, “Revolving Commitments” ratifies and “2021 Initial Revolving Commitments” under (and as defined in) reaffirms its guaranty of the Credit Agreement, (iv) Obligations pursuant to the Extending Revolving Loans shall constitute “Loans”, “Revolving Loans”, “Extended Revolving Loans” and “2021 Initial Revolving Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (v) the New Refinancing Term Loan Commitments shall constitute “Refinancing Commitments” and “Commitments” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (vi) the 2021 Refinancing Term Loans shall constitute “Closing Date Term Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment and (vii) the Eighth Amendment Effective Date shall constitute the “Amendment No. 8 Effective Date” under (and as defined in) the Credit AgreementGuaranty.

Appears in 1 contract

Sources: Credit Agreement (Hilton Worldwide Holdings Inc.)

Reference to and Effect on the Credit Agreement and the Loan Documents. (a) This Eighth Amendment shall constitute both an Extension Amendment and a Loan Document under the Credit Agreement. (b) On and after the Eighth Amendment No. 6 Effective Date, (i) each reference to the Credit Agreement in any Loan Document and in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall mean and be a reference to the Amended Credit Agreement. (b) Each Borrower hereby (i) ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, under each of the Loan Documents to which it is a party and confirms that the Credit Agreement and each of the other Loan Documents, as specifically amended by this Amendment, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed, (ii) ratifies and reaffirms its prior grant and the validity of the Liens and security interests made pursuant to the Collateral Documents and confirms that all such Liens and security interests continue in full force and effect to secure the Obligations under the Loan Documents after giving effect to this Amendment and (iii) ratifies and reaffirms its guaranty of the Obligations. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Eighth Amendment and all prior grants of security interests are hereby reaffirmed. (c) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender, the Administrative Agent or the Multicurrency Administrative Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents nor a novation thereof. On and after the effectiveness of this Amendment, (ii) each Extending Revolving Lender and each New Refinancing Term Loan Lender this Amendment shall for all purposes constitute a “Lender” Loan Document. (d) By executing and delivering a copy of this Amendment, each Borrower hereby consents to this Amendment and agrees and confirms that all Obligations (including those created hereby) shall continue to be guaranteed and secured pursuant to the Loan Documents. (e) Each Borrower hereby expressly acknowledges and confirms that the waiver in Section 2 is a one-time waiver solely with respect to the Specified Default and shall not be construed as creating any course of conduct on the part of the Administrative Agent, the Multicurrency Administrative Agent or the Lenders or otherwise impair the future ability of the Administrative Agent, the Multicurrency Administrative Agent or the Lenders to declare a Default or Event of Default under (and as defined in) or otherwise enforce the terms of the Amended Credit Agreement after giving effect or any other Loan Document with respect to this Eighth Amendment, any matter (iii) other than as set forth in Section 2 with respect to the Extending Revolving Commitments shall constitute “Extended Revolving Commitments”, “Commitments”, “Revolving Commitments” and “2021 Initial Revolving Commitments” under (and as defined in) the Credit Agreement, (iv) the Extending Revolving Loans shall constitute “Loans”, “Revolving Loans”, “Extended Revolving Loans” and “2021 Initial Revolving Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (v) the New Refinancing Term Loan Commitments shall constitute “Refinancing Commitments” and “Commitments” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (vi) the 2021 Refinancing Term Loans shall constitute “Closing Date Term Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment and (vii) the Eighth Amendment Effective Date shall constitute the “Amendment No. 8 Effective Date” under (and as defined in) the Credit AgreementSpecified Default).

Appears in 1 contract

Sources: Credit Agreement (Levi Strauss & Co)

Reference to and Effect on the Credit Agreement and the Loan Documents. (a) This Eighth Eleventh Amendment shall constitute both an Extension a Refinancing Amendment and a Loan Document under the Credit Agreement. (b) On and after the Eighth Amendment No. 11 Effective Date, (i) each reference in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall mean and be a reference to the Credit Agreement, as amended by this Eighth Eleventh Amendment, (ii) each Extending Revolving Lender and each New 2023 Refinancing Term Loan Lender shall constitute a “Lender” under (and as defined in) the Credit Agreement after giving effect to this Eighth Eleventh Amendment, (iii) the Extending Revolving Commitments shall constitute “Extended Revolving Commitments”, “Commitments”, “Revolving Commitments” and “2021 Initial Revolving Commitments” under (and as defined in) the Credit Agreement, (iv) the Extending Revolving Loans shall constitute “Loans”, “Revolving Loans”, “Extended Revolving Loans” and “2021 Initial Revolving Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (v) the New Refinancing Term Loan Commitments shall constitute “Refinancing Commitments” and “Commitments” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (vi) the 2021 2023 Refinancing Term Loans shall constitute “Closing Date Term Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Eleventh Amendment and (viiv) the Eighth Amendment No. 11 Effective Date shall constitute the “Amendment No. 8 11 Effective Date” under (and as defined in) the Credit Agreement. (c) The Credit Agreement and each of the other Loan Documents, as specifically amended by this Eleventh Amendment, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Eleventh Amendment. (d) The execution, delivery and effectiveness of this Eleventh Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or the Administrative Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents. (e) Notwithstanding anything in the Credit Agreement to the contrary, the New 2023 Refinancing Term Loans shall be funded as SOFR Rate Loans with an initial Interest Period ending on January 31, 2024. (f) Each Converting Lender that executes and delivers a Refinancing Lender Consent electing the “Consent and Cashless Roll Option” shall be deemed to agree, upon the effectiveness of this Eleventh Amendment on the Amendment No. 11 Effective Date that (i) all (or such lesser amount as the Administrative Agent may allocate to such Lender) of its Existing Term Loans shall constitute New 2023 Refinancing Term Loans under the Credit Agreement (each such New 2023 Refinancing Term Loan, to such extent, a “Cashless Converting Loan”) and (ii) it waives any right to receive its share of the prepayment of Existing Term Loans referred to in Section 2(j), solely to the extent of such Cashless Converting Loans. (g) Each existing Term Lender that executes and delivers a Refinancing Lender Consent electing the “Consent and Assignment Option” shall be repaid in full (or such lesser amount as the Administrative Agent may allocate to such Term Lender) on the Amendment No. 11 Effective Date, including for all accrued and unpaid interest, fees, expenses and other compensation owed to such Term Lender and due and payable by the Borrower pursuant to the Credit Agreement and this Eleventh Amendment. Each such Term Lender agrees that it shall be deemed to have executed an Assignment and Assumption pursuant to Section 10.07 of the Credit Agreement on the Amendment No. 11 Effective Date and to have purchased a principal amount of New 2023 Refinancing Term Loans in an amount equal to the principal amount of such repayment (or such lesser amount as the Administrative Agent may allocate to such Term Lender). (h) This Eleventh Amendment may not be amended, modified or waived except pursuant to a writing signed by each of the parties hereto.

Appears in 1 contract

Sources: Credit Agreement (Life Time Group Holdings, Inc.)

Reference to and Effect on the Credit Agreement and the Loan Documents. (a) This Eighth Amendment shall constitute both an Extension Amendment and a Loan Document under the Credit Agreement. (b) On and after the Eighth Amendment No. 11 Effective Date, (i) each reference in the Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof” or words of like import referring to the Credit Agreement Agreement, and each reference in the Notes and each of the other Loan Documents to “the Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement, as amended by this Eighth Amendment, (ii) each Extending Revolving Lender and each New Refinancing reference to “Term Loan Lender shall constitute a “LenderLoansunder (and as defined in) in the Credit Agreement after giving effect shall be deemed to this Eighth Amendment, include a reference to the Amended Series B-4 Term Loans (including the Incremental Amended Series B-4 Term Loans) and (iii) each Consenting Series B-4 Term Lender, Replacement Lender, Incremental Term Lender and Cashless Roll Series B-3 Term Lender (or, in each case, its successors and assigns, as applicable) shall be a “Term Lender” for the Extending Revolving Commitments shall constitute “Extended Revolving Commitments”, “Commitments”, “Revolving Commitments” and “2021 Initial Revolving Commitments” under (and as defined in) purposes of the Credit Agreement. This Amendment constitutes an “Incremental Amendment” and a “Loan Document” under and for all purposes of the Loan Documents. (a) The Credit Agreement, as specifically amended by this Amendment, is and shall continue to be in full force and effect and is hereby in all respects ratified and confirmed. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations (including, for the avoidance of doubt, all Obligations in respect of the Amended Series B-4 Term Loans (and the Incremental Amended Series B-4 Term Loans) made available hereunder) of the Loan Parties under the Loan Documents, in each case as amended by this Amendment. (b) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or the Administrative Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents. (c) Each Loan Party hereby (i) ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, under each of the Loan Documents to which it is a party, (ivii) ratifies and reaffirms each grant of a lien on, or security interest in, its property made pursuant to the Extending Revolving Loan Documents (including, without limitation, the grant of security made by such Loan Party pursuant to the Security Agreement) and confirms that such liens and security interests continue to secure the Obligations under the Loan Documents (including, for the avoidance of doubt, all Obligations in respect of the Series B-4 Term Loans shall constitute “Loans”, “Revolving Loans”, “Extended Revolving Loans” and “2021 Initial Revolving Loans” under (including the Amended Series B-4 Term Loans (and as defined inthe Incremental Amended Series B-4 Term Loans)) made available hereunder, subject to the Credit Agreement after giving effect to this Eighth Amendmentterms thereof and (iii) in the case of each Guarantor, ratifies and reaffirms its guaranty of the Obligations (v) including, for the New Refinancing avoidance of doubt, all Obligations in respect of the Series B-4 Term Loan Commitments shall constitute “Refinancing Commitments” and “Commitments” under Loans (including the Amended Series B-4 Term Loans (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (vi) the 2021 Refinancing Term Loans shall constitute “Closing Date Incremental Amended Series B-4 Term Loans” under (and as defined in) made available hereunder pursuant to the Credit Agreement after giving effect to this Eighth Amendment and (vii) the Eighth Amendment Effective Date shall constitute the “Amendment No. 8 Effective Date” under (and as defined in) the Credit AgreementGuaranty.

Appears in 1 contract

Sources: Credit Agreement (Hilton Worldwide Holdings Inc.)

Reference to and Effect on the Credit Agreement and the Loan Documents. (a) This Eighth Tenth Amendment shall constitute both a Refinancing Amendment, an Extension Incremental Amendment and a Loan Document under the Credit Agreement. (b) On and after the Eighth Tenth Amendment Effective Date, (i) each reference in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall mean and be a reference to the Credit Agreement, as amended by this Eighth Tenth Amendment, (ii) each Extending Revolving Lender and each New Refinancing Term Loan Lender shall constitute a “Lender” under (and as defined in) the Credit Agreement after giving effect to this Eighth Tenth Amendment, (iii) the Extending Revolving Commitments shall constitute “Extended Revolving Commitments”, “Commitments”, “Revolving Commitments” and “2021 Initial Revolving Commitments” under (and as defined in) the Credit Agreement, (iv) the Extending Revolving Loans shall constitute “Loans”, “Revolving Loans”, “Extended Revolving Loans” and “2021 Initial Revolving Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (v) the New Refinancing Term Loan Commitments shall constitute “Refinancing Commitments” and “Commitments” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (vi) the 2021 Refinancing 2023 Term Loans shall constitute “Closing Date Term Loans” and “2023 Refinancing Term Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Tenth Amendment and (viiv) the Eighth Tenth Amendment Effective Date shall constitute the “Tenth Amendment No. 8 Effective Date” under (and as defined in) the Credit Agreement. (c) The Credit Agreement and each of the other Loan Documents, as specifically amended by this Tenth Amendment, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Tenth Amendment. (d) The execution, delivery and effectiveness of this Tenth Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or the Administrative Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents. (e) Notwithstanding anything in the Credit Agreement to the contrary, the 2023 Term Loans shall be funded as SOFR Rate Loans with an initial Interest Period ending on August 7, 2023. (f) Each Converting Lender that executes and delivers a Refinancing Lender Consent electing the “Consent and Cashless Roll Option” shall be deemed to agree, upon the effectiveness of this Tenth Amendment on the Tenth Amendment Effective Date that (i) all (or such lesser amount as the Administrative Agent may allocate to such Lender) of its Existing Term Loans shall constitute 2023 Refinancing Term Loans under the Credit Agreement (each such 2023 Refinancing Term Loan, to such extent, a “Cashless Converting Loan”) and (ii) it waives any right to receive its share of the prepayment of Existing Term Loans referred to in Section 2(j), solely to the extent of such Cashless Converting Loans. (g) Each existing Term Lender that executes and delivers a Refinancing Lender Consent electing the “Consent and Assignment Option” shall be repaid in full (or such lesser amount as the Administrative Agent may allocate to such Term Lender) on the Tenth Amendment Effective Date, including for all accrued and unpaid interest, fees, expenses and other compensation owed to such Term Lender and due and payable by the Borrower pursuant to the Credit Agreement and this Tenth Amendment. Each such Term ▇▇▇▇▇▇ agrees that it shall be deemed to have executed an Assignment and Assumption pursuant to Section 10.07 of the Credit Agreement on the Tenth Amendment Effective Date and to have purchased a principal amount of 2023 Refinancing Term Loans in an amount equal to the principal amount of such repayment (or such lesser amount as the Administrative Agent may allocate to such Term Lender). (h) This Tenth Amendment may not be amended, modified or waived except pursuant to a writing signed by each of the parties hereto.

Appears in 1 contract

Sources: Credit Agreement (Life Time Group Holdings, Inc.)

Reference to and Effect on the Credit Agreement and the Loan Documents. (a) This Eighth Amendment shall constitute both an Extension Amendment and a Loan Document under the Credit Agreement. (b) On and after the Eighth Amendment Restatement Effective Date, (i) each reference in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall mean and be a reference to the Credit Agreement, as amended by this Eighth AmendmentAmendment (i.e., the Third Amended and Restated Credit Agreement). Each of the table of contents and lists of Exhibits, as applicable, shall be amended mutatis mutandis (other than (i) Exhibits ▇-▇, ▇-▇ and B-3, which are being removed, (ii) each Extending Revolving Lender Exhibits ▇-▇, ▇-▇, ▇-▇, ▇-▇, C-1 and each New Refinancing Term Loan Lender shall constitute a “Lender” under F, which are amended and restated hereby and set forth in Annex A and (and iii) Exhibit Q, which is set forth in Annex A de novo) to reflect the changes made in this Amendment as defined in) of the Restatement Effective Date. The schedules to the Credit Agreement shall be amended and restated as set forth in Annex A. Schedule 16.11(a) and (b) hereto shall constitute Schedule 16.11(a) and (b) of the Third Amended and Restated Credit Agreement. (b) Except as expressly amended hereby or specifically waived above, all of the terms and provisions of the Credit Agreement and all other Loan Documents, are and shall remain in full force and effect and are hereby ratified and confirmed. Without limiting the generality of the foregoing, other than the Collateral Documents and all of the Collateral described therein which are released and discharged pursuant to the terms of this Amendment or (as applicable) pursuant to the documentation set forth on Schedule 16.11(b), the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment and each Loan Party confirms and reaffirms its prior grant of security interests and liens under the Collateral Documents, which shall continue in full force and effect and secure the Obligations, after giving effect to this Eighth Amendment, . (iiic) the Extending Revolving Commitments This Amendment shall not constitute “Extended Revolving Commitments”, “Commitments”, “Revolving Commitments” and “2021 Initial Revolving Commitments” under (and as defined in) the Credit Agreement, (iv) the Extending Revolving Loans shall constitute “Loans”, “Revolving Loans”, “Extended Revolving Loans” and “2021 Initial Revolving Loans” under (and as defined in) a novation of the Credit Agreement or any other Loan Documents. (d) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of the Lenders, the Borrowers, the Co-Lead Arrangers or the Agents under any of the Loan Documents, nor constitute a waiver or amendment of any other provision of any of the Loan Documents or for any purpose except as expressly set forth herein. On and after giving effect to the effectiveness of this Eighth Amendment, this Amendment shall for all purposes constitute a Loan Document. (ve) The Tranche B Term Lenders and Tranche B Revolving Lenders shall each be a “Lender” for purposes of the New Refinancing Loan Documents. (f) On and after the Restatement Effective Date, the Tranche B Term Loan Commitments and Additional Term Loan Commitments shall constitute “Refinancing Term Loan Commitments” and “Commitments” the Tranche B Term Loans (including Additional Term Loans) made under (§6.20 of the Third Amended and as defined in) the Restated Credit Agreement after giving effect to this Eighth Amendment, (vi) the 2021 Refinancing Term Loans shall constitute “Closing Date Term Loans” under for purposes of the Loan Documents (and as defined inthe Tranche B Term Loans (including Additional Term Loans) shall also constitute “Term Loans” for purposes of the Credit Agreement after giving effect to this Eighth Amendment Loan Documents). The Tranche B Revolving Loan Commitments and Additional Revolving Loan Commitments shall constitute “Revolving Loan Commitments” and any (x) Tranche B Revolving Loans drawn under any Tranche B Revolving Loan Commitment and (viiy) loans drawn under any Additional Revolving Loan Commitment (“Additional Revolving Loans”) shall in each case, constitute “Revolving Loans” for purposes of the Eighth Amendment Effective Date shall constitute the “Amendment No. 8 Effective Date” under Loan Documents (and as defined in) the Credit AgreementTranche B Revolving Loan Commitments and Additional Revolving Loan Commitments shall also constitute “Revolving Loan Commitments” for purposes of the Loan Documents).

Appears in 1 contract

Sources: Senior Secured Syndicated Facility Agreement (Genesee & Wyoming Inc)

Reference to and Effect on the Credit Agreement and the Loan Documents. (a) This Eighth Amendment shall constitute both an Extension Amendment and a Loan Document under the Credit Agreement. (b) On and after the Eighth Amendment Effective Dateeffectiveness of this Agreement, (i) each reference in the Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof” or words of like import referring to the Credit Agreement Agreement, and each reference in the U.S. Revolving Credit Notes and each of the other Loan Documents to “the Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement, as amended and modified by this Eighth AmendmentAgreement. (b) The Credit Agreement, (ii) each Extending the U.S. Revolving Lender Credit Notes and each New Refinancing Term of the other Loan Lender Documents, as specifically amended and modified by this Agreement are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents to the extent provided in the Collateral Documents. (c) The execution, delivery and effectiveness of this Agreement shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender, any L/C Issuer, any Swing Line Lender, any Collateral Agent or the Administrative Agent under any of the Loan Documents, nor constitute a “Lender” under waiver of any provision of any of the Loan Documents. (and as defined ind) The Loan Parties agree that this Agreement shall be a Loan Document for all purposes of the Credit Agreement (as specifically amended by this Agreement) and the other Loan Documents. (e) Pursuant to Section 2.16(b) of the Credit Agreement, upon the effectiveness of this Agreement and the increase in the U.S. Revolving Credit Commitments as contemplated hereby, (i) each U.S. Revolving Credit Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Commitment Increase Lender in respect of such increase, and each such Commitment Increase Lender will automatically and without further act be deemed to have assumed, a portion of such U.S. Revolving Credit Lender’s participations under the Credit Agreement in outstanding U.S. Letters of Credit and U.S. Swing Line Loans such that, after giving effect to this Eighth Amendmenteach such deemed assignment and assumption of participations, the percentage of the aggregate outstanding (iiiA) the Extending Revolving Commitments shall constitute “Extended Revolving Commitments”, “Commitments”, “Revolving Commitments” and “2021 Initial Revolving Commitments” participations under (and as defined in) the Credit Agreement, (iv) the Extending Revolving Loans shall constitute “Loans”, “Revolving Loans”, “Extended Revolving Loans” and “2021 Initial Revolving Loans” under (and as defined in) the Credit Agreement in U.S. Letters of Credit and (B) participations under the Credit Agreement in U.S. Swing Line Loans held by each U.S. Revolving Credit Lender (including each such Commitment Increase Lender) will equal the percentage of the aggregate U.S. Revolving Credit Commitments of all U.S. Revolving Credit Lenders represented by such U.S. Revolving Credit Lender’s U.S. Revolving Credit Commitment and (ii) if, on the Effective Date, there are any U.S. Revolving Credit Loans outstanding, portions of such U.S. Revolving Credit Loans shall on the Effective Date be prepaid with the proceeds of additional U.S. Revolving Credit Loans made by the Commitment Increase Lenders (such that after giving effect to this Eighth Amendmentsuch prepayment, (v) the New Refinancing Term Loan percentage of the U.S. Revolving Credit Loans held by each U.S. Revolving Credit Lender will equal the percentage of the aggregate U.S. Revolving Credit Commitments shall constitute “Refinancing Commitments” and “Commitments” under (and as defined in) the of all U.S. Revolving Credit Agreement Lenders represented by such U.S. Revolving Credit ▇▇▇▇▇▇’s U.S. Revolving Credit Commitment after giving effect to this Eighth Amendmentsuch Commitment Increase), (vi) which prepayment shall be accompanied by accrued interest on the 2021 Refinancing Term Loans shall constitute “Closing Date Term Loans” under (being prepaid and as defined in) the Credit Agreement after giving effect any other amounts payable to this Eighth Amendment and (vii) the Eighth Amendment Effective Date shall constitute the “Amendment No. 8 Effective Date” under (and as defined in) any Lender in accordance with Section 3.05 of the Credit Agreement.

Appears in 1 contract

Sources: Joinder and Amendment Agreement

Reference to and Effect on the Credit Agreement and the Loan Documents. (a) This Eighth Amendment shall constitute both an Extension Amendment and a Loan Document under the Credit Agreement. (b) On and after the Eighth Amendment Effective Dateeffectiveness of this Agreement, (i) each reference in the Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereofor words of like import referring to the Credit Agreement Agreement, and each reference in the Notes and each of the other Loan Documents to “the Credit Agreement”, “thereunder”, “thereof’ or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement, as amended and modified by this Eighth AmendmentAgreement. (b) The Credit Agreement, (ii) each Extending Revolving Lender the Notes and each New Refinancing Term of the other Loan Lender Documents, as specifically amended and modified by thls Agreement are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed. Without limiting the generality of the foregoing, the Security Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents. (c) The execution, delivery and effectiveness of this Agreement shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender, any Issuing Bank, any Swingline Lender, any Collateral Agent or the Administrative Agent under any of the Loan Documents, nor constitute a “Lender” under waiver of any provision of any of the Loan Documents. (and as defined ind) The Loan Parties agree that this Agreement shall be a Loan Document for all purposes of the Credit Agreement (as specifically amended by this Agreement) and the other Loan Documents. (e) Upon the Effective Date and effectiveness of the Incremental Revolving Loan Commitment of the Additional Revolving Lender as contemplated hereby, the Additional Revolving Lender shall make Class A-2 Revolving Loans to the Borrower by transferring funds to the Administrative Agent and such funds shall be applied to prepay outstanding Class A-2 Revolving Loans in an amount such that, after giving effect to this Eighth Amendmentsuch prepayment, (iii) the Extending Revolving Commitments shall constitute “Extended Revolving Commitments”, “Commitments”, “Revolving Commitments” and “2021 Initial Revolving Commitments” under (and as defined in) percentage of the Credit Agreement, (iv) the Extending Class A-2 Revolving Loans held by each Class A-2 Revolving Lender (including the Additional Revolving Lender) shall constitute “Loans”, “Revolving Loans”, “Extended Revolving Loans” and “2021 Initial Revolving Loans” under (and as defined in) the Credit Agreement equal their then-current Pro Rata Percentage after giving effect to this Eighth Amendment, (v) the New Refinancing Term Loan increase in the Class A-2 Revolving Commitments as contemplated hereby. The Borrower shall constitute “Refinancing Commitments” pay accrued interest on the Class A-2 Revolving Loans being prepaid and “Commitments” under (and as defined in) any other amounts payable to any Lender in accordance with Section 2.13 of the Credit Agreement Agreement. Upon the Effective Date and effectiveness of the Incremental Revolving Loan Commitment as contemplated hereby, each Class A-2 Revolving Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to the Additional Revolving Lender providing such Incremental Revolving Loan Commitment, and the Additional Revolving Lender will automatically and without further act be deemed to have assumed, a portion of such Class A-2 Revolving Lender’s participations hereunder in outstanding Letters of Credit and Swingline Loans such that, after giving effect to this Eighth Amendmentsuch Incremental Revolving Loan Commitment and each such deemed assignment and assumption of participations, the percentage of the aggregate outstanding (viA) the 2021 Refinancing Term Loans shall constitute “Closing Date Term Loans” under (and as defined in) the participations hereunder in Letters of Credit Agreement after giving effect to this Eighth Amendment and (viiB) participations hereunder in Swingline Loans held by each Class A-2 Revolving Lender (including the Eighth Amendment Effective Date shall constitute the “Amendment No. 8 Effective Date” under (and as defined inRevolving Commitment Increase Lenders) the Credit Agreementwill equal such Class A-2 Revolving Lender’s Pro Rata Percentage.

Appears in 1 contract

Sources: Increase Joinder to the Credit Agreement (Jacobs Entertainment Inc)

Reference to and Effect on the Credit Agreement and the Loan Documents. (a) This Eighth Seventh Amendment shall constitute both an Extension Incremental Amendment and a Loan Document under the Credit Agreement. (b) On and after the Eighth Seventh Amendment Effective Date, (i) each reference in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall mean and be a reference to the Credit Agreement, as amended by this Eighth Amendment, Seventh Amendment and (iiii)(w) each Extending Revolving Lender and each New Refinancing Term Loan Lender shall constitute a “2017 Refinancing Term Lender”, a “Term Lender” and a “Lender”, (x) each New Revolving Lender and each Increasing Revolving Lender shall constitute a “2017 Initial Revolving Lender”, a “Revolving Lender” and a “Lender”, (y) the New Term Loans shall constitute “New 2017 Refinancing Term Loans”, “Term Loans” and “Loans” and (z) the New Revolving Commitments shall constitute “2017 Initial Revolving Commitments”, “Commitments” and “Revolving Commitments”, in each case, under (and as defined in) the Credit Agreement after giving effect to this Eighth Seventh Amendment. (c) The Credit Agreement and each of the other Loan Documents, as specifically amended by this Seventh Amendment, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Seventh Amendment. (iiid) The execution, delivery and effectiveness of this Seventh Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or the Extending Revolving Commitments shall Administrative Agent under any of the Loan Documents, nor constitute “Extended Revolving Commitments”a waiver of any provision of any of the Loan Documents. (e) This Seventh Amendment may not be amended, “Commitments”, “Revolving Commitments” and “2021 Initial Revolving Commitments” under (and as defined in) modified or waived except pursuant to a writing signed by each of the Credit Agreement, (iv) the Extending Revolving Loans shall constitute “Loans”, “Revolving Loans”, “Extended Revolving Loans” and “2021 Initial Revolving Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (v) the New Refinancing Term Loan Commitments shall constitute “Refinancing Commitments” and “Commitments” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (vi) the 2021 Refinancing Term Loans shall constitute “Closing Date Term Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment and (vii) the Eighth Amendment Effective Date shall constitute the “Amendment No. 8 Effective Date” under (and as defined in) the Credit Agreementparties hereto.

Appears in 1 contract

Sources: Credit Agreement (Life Time Group Holdings, Inc.)

Reference to and Effect on the Credit Agreement and the Loan Documents. (a) This Eighth Amendment shall constitute both an Extension Amendment and a Loan Document under the Credit Agreement. (b) On and after the Eighth Amendment No. 11 Effective Date, (i) each reference in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall mean and be a reference to the Credit Agreement, as amended by this Eighth AmendmentAmendment No. 11, (ii) each Extending Revolving Lender and each New Refinancing 2016 Incremental Term Loan A Lender shall constitute a “Lender” under (and as defined in) in the Credit Agreement after giving effect to this Eighth AmendmentAgreement, and (iii) the Extending Revolving Commitments shall constitute “Extended Revolving Commitments”, “Commitments”, “Revolving Commitments” and “2021 Initial Revolving Commitments” under (and as defined in) the Credit Agreement, (iv) the Extending Revolving 2016 Incremental Term A Loans shall constitute “Loans”, “Revolving Loans”, “Extended Revolving Incremental Term Loans” and “2021 Initial Revolving Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (v) the New Refinancing Term Loan Commitments shall constitute “Refinancing Commitments” and “Commitments” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (vi) the 2021 Refinancing Term Loans shall constitute “Closing Date Term Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment and (vii) the Eighth Amendment Effective Date shall constitute the “Amendment No. 8 Effective Date” under (and as defined in) in the Credit Agreement. (b) The Credit Agreement and each of the other Loan Documents, as specifically amended by this Amendment No. 11, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment No. 11. (c) The execution, delivery and effectiveness of this Amendment No. 11 shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or the Administrative Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents. On and after the effectiveness of this Amendment No. 11, this Amendment No. 11 shall for all purposes constitute a Loan Document.

Appears in 1 contract

Sources: Credit Agreement (TransUnion)

Reference to and Effect on the Credit Agreement and the Loan Documents. (a) This Eighth Amendment shall constitute both an Extension Amendment and a Loan Document under the Credit Agreement. (b) On and after the Eighth Amendment No. 5 Effective Date, (i) each reference in the Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof” or words of like import referring to the Credit Agreement Agreement, and each reference in the Notes and each of the other Loan Documents to “the Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement, as amended by this Eighth Amendment, (ii) each Extending reference to “Revolving Lender and each New Refinancing Term Loan Lender shall constitute a “LenderCredit Commitmentsunder (and as defined in) in the Credit Agreement after giving effect shall be deemed to this Eighth Amendment, include a reference to the New Revolving Credit Commitments made available hereunder and (iii) the Extending each New Revolving Commitments Credit Lender (or its successors and assigns, as applicable) shall constitute “Extended Revolving Commitments”, “Commitments”, be a “Revolving CommitmentsCredit Lenderand “2021 Initial Revolving Commitments” under (and as defined in) for the purposes of the Credit Agreement. This Amendment constitutes a “Refinancing Amendment”, an “Incremental Amendment” and a “Loan Document” under and for all purposes of the Loan Documents. (b) The Credit Agreement, as specifically amended by this Amendment, is and shall continue to be in full force and effect and is hereby in all respects ratified and confirmed. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations (including, for the avoidance of doubt, all Obligations in respect of the New Revolving Credit Commitments made available hereunder) of the Loan Parties under the Loan Documents, in each case as amended by this Amendment. (c) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or the Administrative Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents. (d) Each Loan Party hereby (i) ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, under each of the Loan Documents to which it is a party, (ivii) ratifies and reaffirms each grant of a lien on, or security interest in, its property made pursuant to the Extending Revolving Loans shall constitute “Loans”Loan Documents (including, “Revolving Loans”without limitation, “Extended Revolving Loans” the grant of security made by such Loan Party pursuant to the Security Agreement) and “2021 Initial Revolving Loans” confirms that such liens and security interests continue to secure the Obligations under the Loan Documents (and as defined in) including, for the Credit Agreement after giving effect to this Eighth Amendmentavoidance of doubt, (v) all Obligations in respect of the New Refinancing Term Loan Revolving Credit Commitments shall constitute “Refinancing Commitments” and “Commitments” under (and as defined in) made available hereunder), subject to the Credit Agreement after giving effect to this Eighth Amendment, (vi) the 2021 Refinancing Term Loans shall constitute “Closing Date Term Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment terms thereof and (viiiii) in the Eighth Amendment Effective Date shall constitute case of each Guarantor, ratifies and reaffirms its guaranty of the “Amendment No. 8 Effective Date” under Obligations (and as defined inincluding, for the avoidance of doubt, all Obligations in respect of the New Revolving Credit Commitments made available hereunder) pursuant to the Credit AgreementGuaranty.

Appears in 1 contract

Sources: Credit Agreement (Hilton Worldwide Holdings Inc.)

Reference to and Effect on the Credit Agreement and the Loan Documents. (a) This Eighth Amendment shall constitute both an Extension Amendment and a Loan Document under the Credit Agreement. (b) On and after the Eighth Amendment Effective Dateeffectiveness of this Amendment, (i) each reference in the Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof” or words of like import referring to the Credit Agreement Agreement, and each reference in the Notes and each of the other Loan Documents to “the Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement, as amended by this Eighth Amendment. (b) The Credit Agreement, the Notes and each of the other Loan Documents, as specifically amended by this Amendment (and as contemplated to be amended, modified, supplemented, restated, substituted or replaced by this Amendment) are, and shall continue to be, in full force and effect and is hereby in all respects ratified and confirmed. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case as amended by this Amendment (and as contemplated to be amended, modified, supplemented, restated, substituted or replaced by this Amendment). (c) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or the Paying Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents. On and after the effectiveness of this Amendment, this Amendment shall for all purposes constitute a Loan Document. (iid) each Extending Revolving Lender Each Person listed on the signature pages to this Amendment as an “Initial Term A Lender” shall be an “Initial Term A Lender”, a “Term A Lender” and each New Refinancing Term Loan Lender shall constitute a “Lender” for all purposes under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (iii) and shall have the Extending Revolving Commitments shall constitute “Extended Revolving Commitments”, “Commitments”, “Revolving Commitments” rights and “2021 Initial Revolving Commitments” under (and as defined in) the Credit Agreement, (iv) the Extending Revolving Loans shall constitute “Loans”, “Revolving Loans”, “Extended Revolving Loans” and “2021 Initial Revolving Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (v) the New Refinancing Term Loan Commitments shall constitute “Refinancing Commitments” and “Commitments” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (vi) the 2021 Refinancing Term Loans shall constitute “Closing Date Term Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment and (vii) the Eighth Amendment Effective Date shall constitute the “Amendment No. 8 Effective Date” under (and as defined in) the Credit Agreementobligations of such a Lender thereunder.

Appears in 1 contract

Sources: Credit Agreement (Steel Dynamics Inc)

Reference to and Effect on the Credit Agreement and the Loan Documents. (a) This Eighth Amendment shall constitute both an Extension Amendment and a Loan Document under the Credit Agreement. (b) On and after the Eighth Amendment No. 2 Effective Date, (i) each reference in the Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof” or words of like import referring to the Credit Agreement Agreement, and each reference in the Notes and each of the other Loan Documents to “the Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Amended Credit Agreement. This Amendment No. 2 constitutes a “Loan Document” under and for all purposes of the Loan Documents. (b) The Credit Agreement, as specifically amended by this Eighth AmendmentAmendment No. 2, is and shall continue to be in full force and effect and is hereby in all respects ratified and confirmed. (iic) each Extending Revolving The execution, delivery and effectiveness of this Amendment No. 2 shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender and each New Refinancing Term or the Administrative Agent under any of the Loan Lender shall Documents, nor constitute a “Lender” waiver of any provision of any of the Loan Documents. (d) This Amendment No. 2 shall not extinguish the Obligations for the payment of money outstanding under (and as defined in) the Credit Agreement after giving or discharge or release the lien or priority of any Loan Document or any other security therefor or any guarantee thereof, and the liens and security interests existing immediately prior to the Amendment No. 2 Effective Date in favor of the Collateral Agent for the benefit of the Secured Parties securing payment of the Obligations are in all respects continuing and in full force and effect with respect to this Eighth Amendmentall Obligations. Except as expressly provided, (iii) nothing herein contained shall be construed as a substitution or novation, or a payment and reborrowing, or a termination, of the Extending Revolving Commitments shall constitute “Extended Revolving Commitments”, “Commitments”, “Revolving Commitments” and “2021 Initial Revolving Commitments” Obligations outstanding under (and as defined in) the Credit Agreement, (iv) the Extending Revolving Loans shall constitute “Loans”, “Revolving Loans”, “Extended Revolving Loans” and “2021 Initial Revolving Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendmentor instruments guaranteeing or securing the same, (v) the New Refinancing Term which shall remain in full force and effect, except as modified hereby or by instruments executed concurrently herewith. Nothing expressed or implied in Amendment No. 2 or any other document contemplated hereby shall be construed as a release or other discharge of any Loan Commitments shall constitute “Refinancing Commitments” and “Commitments” Party under (and as defined in) the Credit Agreement after giving effect to or any Loan Document from any of its obligations and liabilities thereunder, and except as LEGAL02/43062751v1 expressly provided, such obligations are in all respects continuing with only the terms being modified as provided in this Eighth Amendment, (vi) the 2021 Refinancing Term Loans shall constitute “Closing Date Term Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment and (vii) the Eighth Amendment Effective Date shall constitute the “Amendment No. 8 Effective Date” under (and as defined in) the Credit Agreement2.

Appears in 1 contract

Sources: Credit Agreement (Hilton Grand Vacations Inc.)

Reference to and Effect on the Credit Agreement and the Loan Documents. (a) This Eighth Amendment shall constitute both an Extension Amendment and a Loan Document under the Credit Agreement. (b) On and after the Eighth Amendment No. 3 Effective Date, (i) each reference in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall mean and be a reference to the Credit Agreement, as amended by this Eighth Amendment No. 3 (i.e., the Amended Credit Agreement). (b) The Credit Agreement and each of the other Loan Documents, as specifically amended by this Amendment, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment, and all guarantees and grants of security interests, as applicable, are hereby reaffirmed by each applicable Loan Party. (iic) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or the Administrative Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents. On and after the effectiveness of this Amendment, this Amendment shall for all purposes constitute a Loan Document. (d) Each Additional Term A-1 Lender, each Extending Additional Revolving Lender (if any) and each New Refinancing Term Loan Incremental Tranche A Revolving Lender shall constitute be a “Lender” for purposes of the Loan Documents. (e) On and after the Amendment No. 3 Effective Date, the Refinancing Term A-1 Loans made under Section 2.01(d) of the Amended Credit Agreement shall constitute “Refinancing Term Loans” for purposes of the Loan Documents (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (iii) Term A-1 Loans shall also constitute “Term Loans” for purposes of the Extending Loan Documents). The Tranche A Revolving Commitments shall constitute “Extended Revolving Commitments”, “Commitments”, “Refinancing Revolving Commitments” (and the Tranche A Revolving Commitments shall also constitute 2021 Initial Revolving Credit Commitments” for purposes of the Loan Documents). (f) On and after the Amendment No. 3 Effective Date, the Incremental Term A-1 Loans made under (and as defined inSection 2.01(e) of the Amended Credit Agreement, (iv) the Extending Revolving Loans Agreement shall constitute “Loans”, “Revolving Loans”, “Extended Revolving Incremental Term A Loans” for purposes of the Loan Documents (and the Incremental Term A-1 Loans shall also constitute 2021 Initial Revolving Term Loans” under (and as defined in) for purposes of the Credit Agreement after giving effect to this Eighth Amendment, (v) the New Refinancing Term Loan Documents). The Incremental Tranche A Revolving Commitments shall constitute “Refinancing Incremental Revolving Commitments” for purposes of the Loan Documents (and the Incremental Tranche A Revolving Commitments shall also constitute Revolving Credit Commitments” under (and as defined in) for purposes of the Credit Agreement after giving effect to this Eighth Amendment, (vi) the 2021 Refinancing Term Loans shall constitute “Closing Date Term Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment and (vii) the Eighth Amendment Effective Date shall constitute the “Amendment No. 8 Effective Date” under (and as defined in) the Credit AgreementLoan Documents).

Appears in 1 contract

Sources: Credit Agreement (Corporate Executive Board Co)

Reference to and Effect on the Credit Agreement and the Loan Documents. (a) This Eighth Amendment shall constitute both an Extension Amendment and a Loan Document under the Credit Agreement. (b) On and after the Eighth Amendment No. 10 Effective Date, (i) each reference in the Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof” or words of like import referring to the Credit Agreement Agreement, and each reference in the Notes and each of the other Loan Documents to “the Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement, as amended by this Eighth Amendment, (ii) each Extending Revolving Lender and each New Refinancing reference to “Term Loan Lender shall constitute a “LenderLoansunder (and as defined in) in the Credit Agreement after giving effect shall be deemed to this Eighth Amendmentinclude a reference to the Refinancing Term Loans made available hereunder, including the Series B-3 Term Loans, the Series B-4 Term Loans and the Incremental Series B-4 Term Loans and (iii) each Refinancing Term Lender (or its successors and assigns, as applicable) and the Extending Revolving Commitments Incremental Term Lender shall constitute be a Extended Revolving Commitments”, “Commitments”, “Revolving CommitmentsTerm Lenderand “2021 Initial Revolving Commitments” under (and as defined in) for the purposes of the Credit Agreement, (iv) the Extending Revolving Loans shall constitute . This Amendment constitutes a LoansRefinancing Amendment”, an Revolving Loans”, “Extended Revolving LoansIncremental Amendment” and a 2021 Initial Revolving LoansLoan Document” under and for all purposes of the Loan Documents. (and b) The Credit Agreement, as defined in) the Credit Agreement after giving effect to specifically amended by this Eighth Amendment, is and shall continue to be in full force and effect and is hereby in all respects ratified and confirmed. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations (v) including, for the New Refinancing Term Loan Commitments shall constitute “Refinancing Commitments” and “Commitments” under (and as defined in) avoidance of doubt, all Obligations in respect of the Credit Agreement after giving effect to this Eighth Amendment, (vi) the 2021 Refinancing Term Loans shall constitute “Closing Date made available hereunder, including the Series B-3 Term Loans, the Series B-4 Term Loans and the Incremental Series B-4 Term Loans) of the Loan Parties under the Loan Documents, in each case as amended by this Amendment. (c) The execution, delivery and effectiveness of this Amendment shall not, except as defined expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or the Administrative Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents. (d) Each Loan Party hereby (i) ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, under each of the Loan Documents to which it is a party, (ii) ratifies and reaffirms each grant of a lien on, or security interest in, its property made pursuant to the Loan Documents (including, without limitation, the grant of security made by such Loan Party pursuant to the Security Agreement) and confirms that such liens and security interests continue to secure the Credit Agreement after giving effect Obligations under the Loan Documents (including, for the avoidance of doubt, all Obligations in respect of the Refinancing Term Loans made available hereunder, including the Series B-3 Term Loans, the Series B-4 Term Loans and the Incremental Series B-4 Term Loans), subject to this Eighth Amendment the terms thereof and (viiiii) in the Eighth Amendment Effective Date shall constitute case of each Guarantor, ratifies and reaffirms its guaranty of the “Amendment No. 8 Effective Date” under Obligations (including, for the avoidance of doubt, all Obligations in respect of the Refinancing Term Loans made available hereunder, including the Series B-3 Term Loans, the Series B-4 Term Loans and as defined inthe Incremental Series B-4 Term Loans) pursuant to the Credit AgreementGuaranty.

Appears in 1 contract

Sources: Credit Agreement (Hilton Worldwide Holdings Inc.)

Reference to and Effect on the Credit Agreement and the Loan Documents. (a) This Eighth Amendment shall constitute both an Extension Amendment and a Loan Document under the Credit Agreement. (b) On and after the Eighth Amendment No. 16 Effective Date, (i) each reference in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall mean and be a reference to the Credit Agreement, as amended by this Eighth AmendmentAmendment No. 16, (ii) each Extending Revolving Lender and each New Refinancing 2018 Additional Incremental Term Loan B-4 Lender shall constitute a “Lender”, a “2018 Incremental Term B-4 Lenderunder (and a “Term Lender” as defined in) in the Credit Agreement after giving effect to this Eighth Amendment, and (iii) the Extending Revolving Commitments shall constitute “Extended Revolving Commitments”, “Commitments”, “Revolving Commitments” and “2021 Initial Revolving Commitments” under (and as defined in) the Credit Agreement, (iv) the Extending Revolving 2018 Additional Incremental Term B-4 Loans shall constitute “Incremental Term Loans”, “Revolving Loans”, “Extended Revolving 2018 Incremental Term B-4 Loans” and “2021 Initial Revolving Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (v) the New Refinancing Term Loan Commitments shall constitute “Refinancing Commitments” and “Commitments” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (vi) the 2021 Refinancing Term Loans shall constitute “Closing Date Term Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment and (vii) the Eighth Amendment Effective Date shall constitute the “Amendment No. 8 Effective Date” under (and as defined in) in the Credit Agreement. (b) The Credit Agreement and each of the other Loan Documents, as specifically amended by this Amendment No. 16, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment No. 16. (c) The execution, delivery and effectiveness of this Amendment No. 16 shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or the Administrative Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents. On and after the effectiveness of this Amendment No. 16, this Amendment No. 16 shall for all purposes constitute a Loan Document.

Appears in 1 contract

Sources: Credit Agreement (TransUnion)

Reference to and Effect on the Credit Agreement and the Loan Documents. (a) This Eighth Amendment shall constitute both an Extension Amendment and a Loan Document under the Credit Agreement. (b) On and after the Eighth Third Amendment Effective Date, (i) each reference in the Existing Credit Agreement to “this Agreement,” ”, “hereunder,” ”, “hereof” or words of like import referring to the Existing Credit Agreement shall mean and be a reference to the Existing Credit AgreementAgreement as amended by this Amendment on the Third Amendment Effective Date. This Amendment shall constitute a Loan Document for all purposes of the Credit Agreement and the other Loan Documents. (b) The Existing Credit Agreement and each of the other Loan Documents, as specifically amended by this Amendment, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed. Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Credit Parties under the Loan Documents, in each case, as amended by this Eighth Amendment. Furthermore, the Initial Borrower and Holdings acknowledge that neither Person has any offsets or defenses to its obligations under the Loan Documents to which it is a party and no claims or counterclaims against the Administrative Agent or any Lender. (iic) each Extending Revolving The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender and each New Refinancing Term or the Administrative Agent under any of the Loan Lender shall Documents, nor constitute a “Lender” under (modification, acceptance or waiver of any other provision of any of the Loan Documents. No failure or delay or course of dealing on the part of the Administrative Agent and Lenders in exercising any right, power or privilege shall operate as defined in) a waiver thereof, nor shall any single or partial exercise of any such right, power or privilege preclude any other or further exercise thereof or the exercise of any other right, power or privilege. The rights, powers and remedies provided in the Loan Documents are cumulative and not exclusive of any rights, powers or remedies which the Administrative Agent and the Lenders would otherwise be entitled to exercise. No notice to or demand on any Credit Agreement after giving effect Party in any case shall entitle any such Person to this Eighth Amendment, (iii) any other or further notice or demand in similar or other circumstances or constitute a waiver of the Extending Revolving Commitments shall constitute “Extended Revolving Commitments”, “Commitments”, “Revolving Commitments” rights of the Administrative Agent and “2021 Initial Revolving Commitments” under (and as defined in) the Credit Agreement, (iv) the Extending Revolving Loans shall constitute “Loans”, “Revolving Loans”, “Extended Revolving Loans” and “2021 Initial Revolving Loans” under (and as defined in) the Credit Agreement after giving effect Lenders to this Eighth Amendment, (v) the New Refinancing Term Loan Commitments shall constitute “Refinancing Commitments” and “Commitments” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment, (vi) the 2021 Refinancing Term Loans shall constitute “Closing Date Term Loans” under (and as defined in) the Credit Agreement after giving effect to this Eighth Amendment and (vii) the Eighth Amendment Effective Date shall constitute the “Amendment No. 8 Effective Date” under (and as defined in) the Credit Agreement.any other or further action in any circumstances without notice or demand

Appears in 1 contract

Sources: Credit Agreement (FTE Networks, Inc.)